Proxy Vote Update: The Procter & Gamble Company (P&G)

Below are the resources for and the results of our recent Proxy Vote on behalf of our clients:
Proxy Materials:

rF Voting results:

  1. Vote for the election of of the following nominees:
    1. Angela F Braly – For
    2. Kenneth I Chenault – Against (Lack of oversight on approving/proposing compensation package).
    3. Scott D Cook – Against (Lack of oversight on approving/proposing compensation package).
    4. Susan Desmond-Hellmann – For
    5. A.G. Lafley – Against (Conflict of Interest).
    6. Terry J Lundgren – For
    7. W James McNerney Jr– Against (Lack of oversight on approving/proposing compensation package).
    8. Margaret C Whitman – Against (Lack of oversight on approving/proposing compensation package).
    9. Mary Agnes Wilderotter – Against (Lack of oversight on approving/proposing compensation package).
    10. Patricia A Woertz – For
    11. Ernesto Zedillo – For
  2. Ratify the appointment of Deloitte & Touche LLP as P&G’s independent registered public accounting firm:  For
  3. Approve the Proctor & Gamble 2014 Stock and Incentive Compensation Plan: Against  (Awards are excessively tilted in favor of executives)
    1. Furthermore, there is not enough over-sight of who will receive such awards because they are awarded at the discretion of the compensation committee whom we believe have already proven themselves in violation of their fiduciary duties to shareholders.
  4. Cast an advisory vote on executive compensation:  Against (Awards are excessive & not deserved).
    1. Their growth target was only to reach the 57  percentile as compared to their industry peers!  Who gets paid $20,000,000 to be average?  This is what’s wrong with our publicly traded companies.  These CEOs did not build these companies, nor do they own them but they fleece the profit out of them and rob true shareholders and retirees.  We believe this is because most of the board of directors are also Executive Officers of other publicly traded companies and need to justify their own salaries/awards while continuing to raise the the bar on what the “market” price of their leadership is – this is fraught with conflict of interest.  This is why we voted against any board member that was on the compensation committee – inexcusable…
  5. Stockholder Proposal for report on unrecyclable packaging: – For
  6. Stockholder Proposal for report on alignment between corporate values and political contributions: – For

Post by Phil Ratcliff

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