The 2011 Proxy Season (Part 1)
Join a high-level conversation with fellow industry leaders and experts from The Conference Board to address emerging business issues identified by our members. Each KnowlEdge Series is composed of three or four half-hour programs that build on each other. The interactive, web-based format ensures ease of access. Supplemental materials and online availability keep the discussion going long after the series ends. Provocative and proactive, the KnowlEdge Series informs and deepens your company’s internal dialogue on the most pressing issues of the day.
The shareholder balloting that precedes public corporations’ annual meetings of shareholders provide an insight into the investment community’s thinking about governance issues. The great majority of U.S. corporations have annual meetings in the April-May timeframe. Shareholder meetings are not longer the perfunctory exercises of the past. Issues ranging from compensation practices to director performance are put in the spotlight. This three-part series explores results from this year’s proxy season, emerging trends, and insights into governance practices.
Audience: This KnowlEdge Series is designed for Directors, Corporate Secretaries and Heads of Investor Relations, as well as senior functional and operational executives and their staffs who work with the board on communicating to investors and shareholders.
Senior Fellow, Corporate Governance
The Conference Board
Alan Rudnick is a senior fellow with The Conference Board Governance Center. Rudnick has extensive experience as a former general counsel and corporate secretary, and a former assistant state attorney general. He has held positions in f... Full Bio
The 2011 Proxy Season (Part 1)
PART 1: Compensation
08 June, 2011 | (01 hr)
Once again, compensation has taken stage center, but this year the Dodd-Frank Act placed two new issues on the ballot. For the first time, shareholders of all publicly traded companies have an advisory vote on the company’s pay practices for the prior year. Second, shareholders this year decide whether the advisory compensation vote should occur every one, two, or three years.
This first webcast discussion looks at the compensation picture. How have companies fared in the compensation advisory votes? Is there any pattern to the periodicy of future advisory votes? What do shareholders expect from companies that receive negative votes?
James F. Reda
Jim Reda works with both public and private organizations in planning, creating, and implementing incentive programs. Jim also advises companies on incentive strategy, including long- and short-term senior executive employment arrangements, ... Full Bio
Arthur H. Kohn
Arthur H. Kohn is a partner based in the New York office of Cleary Gottlieb Steen & Hamilton LLP. His practice focuses on compensation and benefit matters, including executive compensation, pension compliance and investment, employment law, an... Full Bio
Stephen L. Brown
On behalf of the boards of the TIAA-CREF group of companies, Stephen L. Brown and his colleagues in the Corporate Governance Group work to enhance the governance/social responsibility practices of companies held within TIAA-CREF’s investment... Full Bio
The 2011 Proxy Season (Part 2)
PART 2: Proxy Season Overview
15 June, 2011 | (01 hr)
What were the overall results of proxy voting this year? Sustainability and political spending led the list of shareholder initiated proposals. How did they fare? What are institutional shareholder views on these two topical matters? What do they expect from companies? How can companies best respond?
John K.S. Wilson
As Director of Corporate Governance at TIAA-CREF, John Wilson’s primary responsibilities are to oversee the voting of proxies and engage in dialogue with portfolio companies to promote social and environmental responsibility and good corpora... Full Bio
The 2011 Proxy Season (Part 3)
PART 3: Communicating with Shareholders
29 June, 2011 | (01 hr)
Looking back, how well did companies communicate with their shareholders? Did direct communications help investors better understand companies’ views and practices? What do shareholders advise corporations to do in the communication arena over the next year?
John C. Wilcox
John C. Wilcox is chairman of Sodali Ltd, a global consultancy providing companies and boards with services relating to corporate governance, shareholder relations, corporate actions and the capital markets. From 2005 to 2008 he served as senior v... Full Bio