Apple shareholders vote down 'say on
pay,' criticize handling of Jobs' health disclosure
Posted: 02/25/2009 01:00:00 PM PST
Apple shareholders generally approve of the way its board and executives
are running the company, but that doesn't mean they wouldn't improve a
the message Wednesday at the iPhone maker's annual shareholder meeting. At
the gathering, the first in years without CEO Steve Jobs, who is out on
medical leave, investors re-elected all of Apple's sitting directors and
voted down four different shareholder proposals.
those voted down was a proposal that urged Apple to give shareholders an
advisory vote every year on the pay packages the company provides top
executives. The same "say on pay" proposal passed last year with a majority
underneath the amity of the voting results were some signs of discord. Given
the chance to speak at the meeting, individual investors and shareholder
activists criticized the company's leaders for Apple's environmental
policies, the way they handled disclosures about Jobs' health and for the
company's decision to pull out of the Macworld trade conference.
the former vice president and current Apple board member, drew particular
scrutiny. Gore, a Nobel Prize laureate for his activism on climate change,
drew particular criticism for not forcing Apple to make a stronger stand on
disconnect between Apple having on its board one of the world's foremost
authorities on global warming and the company's lack of commitment to reduce
greenhouse gasses, noted Conrad MacKerron, director of the Corporate Social
Responsibility Program at As You Sow, an activist group.
"It is a
disappointment," said MacKerron
not respond to the criticism. Despite not having a specific policy on global
warming, Apple has increased its disclosure in recent years of the
environmental impact of its products and made commitments to reduce its use
of certain toxic chemicals.
without Jobs present, the meeting had something of a different tone than
previous ones. Most notably, while Gore didn't speak, other members of
Apple's board did, addressing questions raised by shareholders. That was a
stark contrast with previous meetings.
ago, shareholders upset about the company's backdating scandal tried
repeatedly to question company directors about the scandal and Apple's
investigation into it. But Jobs refused to let directors answer the
questions and none of them stood up to him.
new era," said Scott Adams, an investment analyst at the American Federation
of State, County and Municipal Employees, a union that sponsored the "say on
pay" proposal. Noting the majority vote on that proposal last year and the
board's new openness, he added, "I'm hoping that "... will allow for
meaningful dialog over compensation issues."
shareholders likely gleaned a lot from the directors' responses to questions
on Wednesday. Brandon Rees, who works in the AFL-CIO's investment office,
criticized the board for not disclosing more sooner about the state of Jobs'
directors what the board knew about Jobs' health problems and when it found
out that information. Rees also asked that directors disclose the company's
succession plans, should Jobs not return as CEO.
response, Art Levinson, CEO of Genentech and co-lead director of Apple's
board, declined to say what Apple's board has known about Jobs' health. He
said that while the board has discussed succession plans ever since he has
been a member, it wouldn't disclose them until or unless there's some reason
to believe that Jobs won't return to head the company.
when asked whether the board would consult with shareholders about
compensation issues in the future, given the support investors showed last
year for "say on pay," co-lead director Bill Campbell was non-committal. The
vote last year indicated that shareholders want more information about how
Apple pays executives, he said.
information in Apple's regulatory filings about how it pays executives
"couldn't be more clear," Campbell said.
meeting wasn't overly contentious. Shareholders praised the company for its
performance. And one shareholder, noting that yesterday was Jobs' birthday,
wished him well and led the crowd in singing "Happy Birthday" to the CEO.
meeting "was one of the best I've seen," said Edward Montenegro, a longtime
Apple investor. "It covered so many issues."
not release the preliminary vote totals. Company officials said the company
would release the final votes with its second quarter earnings report, which
will be filed later this year.
Contact Troy Wolverton at
firstname.lastname@example.org or (408)
2009 - San Jose Mercury News