The annual proxy for this marketer of consumer and commercial products had the following proposals:
- Proforma votes on directors, appointment of auditors, and “say-on-pay” advisory vote
Magni voted 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 disclosure of the shareholder engagement program was okay. The peer group was disclosed, along with high-level criteria. However, the lack of benchmarking of the company against the peer group is a severe shortcoming of the disclosure, particularly when the proxy states that the peer group is new.