Proxy Blog

Walmart Inc.

May 12, 2020

The annual proxy for this retailer had the following proposals: 

  1. Proforma proposals on directors, appointment of auditors, and “say-on-pay” advisory vote 
  2. Board proposal on stock incentive plan 
  3. Shareholder proposals on single-use plastic bags, supplier antibiotics, employees as director candidates, and sexual harassment 

Magni voted as follows: 

  1. For and against proforma proposals.
    For all except one director  With one exception, the disclosures in the proxy meet the criteria in Magni’s policy on election of directorsOnly one Walton needs to be on the board, so Magni voted against Steuart Walton. Magni voted the same way last year.
    -For auditors – There appear to be no controversies with the financial statements of the company.
    -For say-on-pay”  This company continues to have one of the best disclosures on executive compensation. 
  2. For board proposal on incentive plan – Stock plans align the interests of the management team with the shareholders. 
  3. For and against shareholder proposals.
    Against single-use plastic bags – Plastic in the ocean is a big issue; however, during the global pandemic the world needs to focus on preventing infection and thus single-use bags should be allowed.
    -For supplier antibiotics – The use of antibiotics in animal farming is an important issue. The decreasing ineffectiveness of antibiotics due to overuse combined with the impact of human consumption of residual antibiotics need to be addressed. This company has relatively good practices. That said, there is too much opaqueness across the supply chain. Additional transparency is required.
    -Against employees as director candidates – Generally, a company should have the latitude to suggest director candidates that best meet its interests. The shareholders then get the opportunity to approve (or reject) those candidates. The company receives a relatively high governance score. At this point, Magni does not see the need to require employee representation on the board, even on an advisory basis.
    -Against sexual harassment report – Sexual harassment is a serious issue. That said, this proposal is generic and does not cite any deficiencies by the company. Other companies have experienced issues in this area, and the shareholder proposal makes sense in the proxies for those companies.