The annual proxy for this provider of integrated scientific systems had the following proposals:
- Proforma proposals on directors, appointment of auditors, and “say-on-pay” advisory vote
- Board proposal to declassify the board
- Shareholder proposal on election-related disclosures
Magni voted as follows:
- For and against proforma proposals.
-For directors – The board has a majority of independent directors and some have CEO/CFO experience with other companies. The compensation of directors is disclosed with a meaningful portion in equity where the equity has restrictions to align director incentives with long-term value creation.
-For auditors – There appear to be no controversies with the financial statements of the company.
-Against “say-on-pay” – The proxy materials did not disclose any shareholder engagement efforts. The peer group was listed, though there were no criteria for inclusion in the group.
- For board proposal. Last year’s nonbinding shareholder proposal to declassify the board received 78% of the votes. The board has proposed an amendment to implement the prior shareholder vote. Having all directors stand for election every year is good governance.
- Against shareholder proposal – The company is very clear about its policies to limit political involvement, including a lack of political contributions. The shareholder proposal does not identify any instances of the company not abiding by its stated policies or the defects in those policies.