The annual proxy for this electric utility holding 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 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 company significantly strengthened shareholder engagement and that is good. However, the peer group is custom and the criteria for inclusion is vague, so there is an opportunity for gerrymandering.
- For the shareholder proposal on lowering threshold for special meetings to 10%. Good governance means open communications with shareholders.