This proxy season's seen no shortage of dramatic doings. Shareholders recently used their ballots to voice displeasure with CEO pay plans at both Motorola
In the last several days, several shareholder resolutions at high-profile corporations went down in defeat. The investors who stuck with management's status quo may regret their decision, however, when their votes lead to greater dangers down the road.
Same story, different day
Even as many financial companies' chieftains draw public scorn, JPMorgan Chase's
In another high-profile vote, Massey Energy
In a small step in the right direction for corporate governance proponents, though, Massey did decide to implement majority voting, with 63.91% of votes cast in favor of the proposal. It also agreed to hold annual elections of directors. These factors may have helped the directors squeeze out an unexpected reelection.
(Wondering why "majority voting" matters? Most corporations instead use the travesty known as plurality voting, which allows an uncontested director to be reelected by the vote of a single share. If that seems fishy to you, it is.)
Drama and trauma
Annual meetings, including the aforementioned JPMorgan and Massey affairs, have ginned up unusual amounts of drama this year, complete with actual protesters and considerable shareholder ire.
Despite the tumult, this season has been a mixed bag for corporate governance proponents. The CEO-pay smackdowns at Motorola and Occidental are heartening (and historic), but some of the defeats mentioned above seem a bit disappointing.
Shareholders have every right to vote however they wish. But their decision to march in lockstep along with management, and ignore corporate governance, could be a huge mistake. Investor proposals from activist shareholders often address very real problems; neglecting those issues could ultimately come back to bite shareholders where the sun don't shine.
An ironic and tragic example
In April, BP
The Deepwater Horizon disaster occurred on April 20, just days after the meeting. In its wake, shareholders who voted against those proposals may regret their decisions. BP's shameful lack of adequate disaster response or planning (and Hayward's frequently astoundingly callous comments) suggests that the activists had very legitimate points on those issues.
In early May, a representative of one activist group involved with the BP shareholder proposal said in response to the disaster: "As with oil sands, the technology for deepwater drilling has not caught up with the potential environmental impact. This disaster means socially responsible investors may well end up putting deepwater drilling in the same category as oil sands."
BP shareholders have now experienced the worst and most jarring wake-up call of all: a truly tragic disaster of epic proportions. Whether or not shareholders agree with many activist shareholders' stances, I've long believed that they ought to at least hear the dissidents out. Many shareholder proposals represent issues about which their companies' customers care deeply. If nothing else, they can herald public relations problems on the horizon.
Ignoring the urgent need for good corporate governance principles only increases the risk of future calamity. Hopefully, more shareholders will realize that they can push for far happier endings for their long-term investments.
Check back at Fool.com every Wednesday and Friday for Alyce Lomax's columns on corporate governance.