2006 Proxy Season Preview

By March 14, 2006News
Canadian shareholder activists have put forward dozens of proposals for voting on at this year’s corporate annual meetings.
Resolutions are split almost evenly between social and environmental issues and governance themes. Twenty-eight social and environmental proposals address issues such as climate change, railway track safety, tobacco sales, labeling of genetically modified foods. Eight focus on human rights. The most active filer is Ethical Funds Company, with 11 proposals filed this year, seven of which have been withdrawn following negotiations with the companies involved. Filing other proposals are Inhance Investment Management, the Quebec pension fund Batirente, the Sisters of Sainte Ann, and the Missionary Oblates of Mary Immaculate.
Two Ethical Funds proposals address Canadian involvement in a controversial railway construction project linking China and Tibet. Nortel Networks and Power Corporation are being asked to prepare reports on their policies and management practices that promote and protect human rights in China and Tibet. Human rights organizations have expressed concern about the impact of this Chinese government project.
On the governance side, shareholder disquiet over levels of executive compensation has taken centre stage. At the Royal Bank of Canada and Bank of Nova Scotia last week, resolutions calling for shareholder approval of compensation increases for executives received more than 8% of the vote, twice the level of support for other bank proposals.
Executive compensation is also being raised by the Toronto-based United Brotherhood of Carpenters and Joiners pension fund. Shareholder proposals have been filed at eight companies including Alcan, BCE, Canadian Natural Resources and Manulife Financial.  The proposal calls for performance based executive compensation to kick in only when companies out-perform their peers. It also keeps up the pressure for better disclosure, a common complaint of shareholders exasperated by complex and opaque pay formulas for senior executives.
So far, the Shareholder Association for Research and Education (SHARE) has cataloged 53 shareholder proposals addressing governance, social and environmental issues at publicly traded Canadian companies, far below last year’s final count of 132. The drop in numbers is most dramatic at the banks where 27 proposals were filed this year compared to 61 last year.
An up-to-date list and links to the text of Canadian shareholder proposals and voting results are available on SHARE’s shareholder resolution database.