Proxy Blog

Southwest Airlines Co.

April 25, 2021

The annual proxy for this airline had the following proposals: 

  1. Proforma votes on directors, appointment of auditors, and “say-on-pay” advisory vote 
  2. Shareholder proposals on written consent and removal of directors without cause 

Magni voted as follows: 

  1. For and against the proforma proposals.
    For directors – The disclosures meet the criteria in Magni’s policy on election of directors
    -For auditors – The company meets the criteria in Magni’s policy on auditor ratification.
    -Against advisory vote – The disclosures in the proxy did not meet the criteria in Magni’s policy on the advisory vote. 
  2. Against shareholder proposals.
    Written consent – Per the Magni position paperwe routinely votes against these proposals.
    -Removal of directors without cause – The proposal raises an interesting question. We prefer more direct shareholder control over directors. That said, the proposal does not identify any problems at this company or, for that matter, any other company from a lack of such a capability. The proposal needs a stronger case for the idea.