The annual proxy for this oil company had the following proposals:
- Proforma votes on directors, appointment of auditors, and “say-on-pay” advisory vote
- Shareholder proposal on threshold for special meetings
Magni voted as follows:
- For and against all 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 had adequate information about shareholder engagement. The peer group was listed, but the process for determining the peer group was vague. The company needs real shareholder engagement and greater transparency about the process for selecting a peer group.
- For the shareholder proposal on lowering threshold for special meetings to 15%. Good governance means open communications with shareholders.