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For a copy of the press release on which the report below was based, see


RiskMetrics (f/k/a Institutional Shareholder Services - "ISS") Risk & Governance Blog, May 8, 2009 article








Friday, May 8, 2009

Momentum Continues for “Say on Pay”
Submitted by: Ted Allen, Publications

A “say on pay” shareholder proposal received 59 percent support at CVS Caremark on May 6, according to proponents. The majority vote at the Rhode Island-based pharmacy chain is the 11th so far at a U.S. company this year for an investor resolution seeking an annual advisory vote on compensation, according to RiskMetrics Group data.

A “say on pay” proposal also earned 50.6 percent support at Waddell & Reed Financial, a Kansas-based investment firm, in early April. There have been near majority votes recently at EMC (49.5 percent), Windstream (49.1 percent), and Sempra Energy (49 percent).

“Say on pay” proposals have matched the 11 majority votes they received during all of 2008. This year’s resolutions have averaged 46.8 percent support at 31 companies where preliminary or final results are available, up from 42.1 percent in 2008, according to RiskMetrics data. (Editor’s note: these vote results are based on the votes cast “for” and “against” and don’t include abstentions.)

Proponents, which include the American Federation of State, County, and Municipal Employees (AFSCME), Walden Asset Management, religious groups, and individual investors, have hailed the better showing by “say on pay” resolutions this season and expressed hope that the vote results will spur Congress to mandate advisory votes at all U.S. companies. Pay votes already are required at the several hundred financial firms that received assistance from the U.S. government’s Troubled Asset Relief Program.

“Shareowners are angry, and we are starting to have an impact,” AFSCME President Gerald W. McEntee said in a May 4 press release. “These exceptional votes are sending a clear message that shareholders need to be heard on executive pay.”

The best showing so far this season was 62 percent support for a shareholder proposal at Hain Celestial; the lowest were 30 percent votes at Eli Lilly and Burlington Northern Santa Fe, according to RiskMetrics data. The two votes appear to reflect the firms’ ownership mix. At Lilly, a family endowment holds an 11.9 percent stake; at Burlington Northern, Berkshire Hathaway owns a 22.6 percent stake.

In the coming weeks, “say on pay” proposals are scheduled for a vote at Chevron, ConocoPhillips, Exxon Mobil, Home Depot, McDonald’s, Qwest Communications, Raytheon, Target, UnitedHealth, and Yum! Brands. Overall, about 80 resolutions likely will go to a vote this year.



Copyright © 2007 RiskMetrics Group




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