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The article copied below appeared in Global Proxy Watch, a private weekly newsletter covering international corporate governance developments for clients of Davis Global Advisors, Inc.


For previous reports of developments relating to the meeting referenced in the article below, see

For a report of Forum support for a “white paper” being prepared by the article's publisher, Stephen M. Davis, Ph.D., for Yale’s Millstein Center for Corporate Governance (of which Mr. Davis is a Fellow), see






Say on Pay A debut meeting taking place at TIAA-CREF this morning in New York is further evidence of the unprecedented outbreak of governance dialogue between investors and corporates in the US. The unpoetically-titled “Working Group on the Advisory Vote on Executive Compensation Disclosure” is bringing Pfizer, American International Group, Schering-Plough and at least six other leading firms together with activist funds including AFSCME, Walden Asset Management, the retirement systems of four US states, and two big UK funds. The aim: exploring whether common ground might exist on ways to adapt UK-style votes of confidence on corporate pay policies. Funds this year are joining a bandwagon behind the measure as a means to stop huge payouts for failure. Corporates are exploring advisory votes as a tool to channel investor dissent over pay into a targeted vote—and away from board elections. The Working Group will find out if an investor-corporate deal is within reach. Congress is watching. Expect a compromise to help shape legislation due this summer. But if the Working Group deadlocks, lawmakers will write their own “say on pay” bill.





GLOBAL PROXY WATCH © 2007 Davis Global Advisors Inc All rights reserved ISSN 1534-8822 Feb. 9 2007

Stephen Davis, editor. T +1 203 245 2288 +44 [0]20 8133 6828 Skype: davisglobal F +1 203 245 2278 E





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