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☆ Factbox: Industry targets of U.S. Republicans' anti-ESG efforts
▼ + stars: | 2023-04-22 | by ( Ross Kerber | ) www.reuters.com time to read: +3 min

Here is a look at major efforts and, in some cases, their impact on specific industries. In addition, legislation pending in states, including Texas and Florida, aims to limit the consideration of ESG factors by pension funds, which could cut off fund firms from public contracts. Top fund firms such as BlackRock Inc (BLK.N) and State Street Corp (STT.N) - both NZAM members - have said their ESG efforts only support clients concerns, for instance the view that climate change poses investment risks. Several of the bills have been passed into law in states including Mississippi and West Virginia. Republicans failed to gain control of the U.S. Senate in elections held Nov. 8, however, limiting their investigative powers.

Companies Bp Plc FollowOSLO, April 22 (Reuters) - Norway's $1.4 trillion sovereign wealth fund, one of the world's largest investors, said on Saturday it will vote against a resolution calling on British oil major BP (BP.L) to adopt tougher greenhouse gas targets. The Norwegian fund, itself built on oil and gas revenue, owned 2.73% of BP's shares worth some $2.8 billion at the end of 2022. BP's board has recommended that shareholders vote against the resolution saying it was "unclear" what it wanted the company to do. Investor advisers ISS and Glass Lewis also recommended BP shareholders oppose the resolution, while Britain's Local Authority Pension Fund Forum (LAPFF) asked investors to back it. In February BP rowed back on plans to slash its 2019 oil and gas output levels by 40% by 2030, and now it envisages a 25% cut, angering climate activists.

HSBC should separate its Asia business into a Hong Kong-listed entity, top shareholder Ping An said in an update to proposals it began to push for last November. Glass Lewis said the strategic review proposal, filed by individual shareholder Ken Lui in Hong Kong and backed by Ping An, was "not in shareholders' interest". HSBC also denied a claim by Ping An that the bank had "refused to verbally engage in discussions on the proposals". The lender has had extensive discussions with Ping An on these topics, a spokesperson for HSBC said. London listed shares in HSBC were down 0.5% on Tuesday afternoon, against a broad-based 1.3% rally in the STOXX European banks index (.SX7P).

☆ Shareholder group ISS backs Barclays board over former CEO Staley
▼ + stars: | 2023-04-17 | by ( Sinead Cruise | ) www.reuters.com time to read: +3 min

LONDON, April 17 (Reuters) - Institutional Shareholder Services (ISS) has recommended Barclays investors re-elect all board members at next month's annual meeting, sapping the momentum of protests against bosses for supporting former CEO Jes Staley who is being investigated over his links with sex trafficker Jeffrey Epstein. Investors should instead await the outcome of various investigations into the matter, ISS said. Staley has acknowledged having been friendly with Epstein, but expressed regret for their relationship and has denied knowing about the financier's criminal activities. JPMorgan, in turn, has sued Staley over "outrageous" alleged conduct and breaching his duty of loyalty to the bank. Barclays docked bonuses earned by Morzaria and its current top executives by a combined 1 million pounds ($1.24 million) in February over the blunder.

☆ Teck's base metals business attracts offers from Freeport, Vale, Anglo
▼ + stars: | 2023-04-16 | by ( Mrinmay Dey | ) www.reuters.com time to read: +2 min

These approaches from international miners come as the Vancouver-based miner is fending off unsolicited bids from Glencore Plc (GLEN.L). Freeport, Vale and Anglo American declined to comment. Teck investors will decide on the Canadian miner's restructuring plan on April 26. Influential proxy advisor Institutional Shareholder Services (ISS) on Thursday advised shareholders to reject Teck's restructuring plan on uncertainties and structural issues. The Globe and Mail first reported interest in Teck's base metals business.

☆ Teck approached by other companies while fending off Glencore offers -Globe and Mail
▼ + stars: | 2023-04-16 | by ( ) www.reuters.com time to read: +1 min

A vote on Teck's plan to fully separate the copper and zinc business Teck Metals from the steelmaking coal Elk Valley business is scheduled on April 26. These approaches from international miners come as the Vancouver-based miner is fending off unsolicited bids from Glencore Plc (GLEN.L) that would involve combining and spinning off the thermal and steelmaking coal businesses of both companies. The Swiss mining company has offered Teck shareholders 24% of the combined metals group and up to $8.2 billion in cash for those who may not want exposure to thermal coal. Two proxy shareholder advisory firms have recommended that Teck Resources shareholders vote against the planned split. On Saturday, Bloomberg News reported that Glass Lewis also asked Teck Resources shareholders to vote against Teck's plan to spin off its coal business.

☆ Glass Lewis recommends 'No' vote on Teck's coal business spinoff, Bloomberg reports
▼ + stars: | 2023-04-15 | by ( ) www.reuters.com time to read: +1 min

April 15 (Reuters) - Advisory firm Glass Lewis said Teck Resources Ltd (TECKb.TO) shareholders should vote against Teck's plan to spin off its coal business, Bloomberg News reported on Saturday. The move follows another influential proxy adviser, Institutional Shareholder Services (ISS), which also advised shareholders to reject Teck's restructuring plan this week. The takeover would involve combining and spinning off the thermal and steelmaking coal businesses of both companies. Teck has rejected the offer and made changes to its own proposed restructuring plan to allow for a potentially shorter path to fully separate the copper and zinc business Teck Metals from the steelmaking coal Elk Valley business. A vote on Teck's own plan is scheduled for April 26.

☆ Norway's sovereign fund opposes Ferrovial's move to the Netherlands
▼ + stars: | 2023-04-11 | by ( ) www.reuters.com time to read: +2 min

MADRID, April 11 (Reuters) - Norway's sovereign fund will oppose Spanish engineering firm Ferrovial's plan to relocate to the Netherlands at the firm's shareholders meeting to be held on Thursday. The $1.4 trillion fund, which holds a 1.49% stake in Ferrovial, said on its website it will vote against the planned reverse merger through which the company would be absorbed by its wholly-owned Dutch subsidiary FISE. The sovereign fund explained its decision on Ferrovial reminding of its general guidelines on corporate decisions. The Norwegian fund will support all the other proposals made by the board to the shareholders, it said. Proxy adviser Glass Lewis & Co said the proposed reverse merger would not have a significant effect on shareholder rights though it could have "negative reputational impact" in Spain.

☆ Barclays investors urged to reject bonuses for ex-CFO - Glass Lewis
▼ + stars: | 2023-04-06 | by ( Iain Withers | ) www.reuters.com time to read: +1 min

LONDON, April 6 (Reuters) - Investor advisory firm Glass Lewis has recommended shareholders in Barclays (BARC.L) vote against its pay for top bosses because of long-term bonuses awarded to its former finance chief at a time the bank sold billions of pounds of securities in error. Barclays docked the pay of its ex-CFO Tushar Morzaria and its current top executives by a combined 1 million pounds ($1.25 million) in February over the blunder, but Glass Lewis said the deductions for Morzaria did not go far enough. The proxy adviser said it objected to long-term awards that vested last year for 2020, under which Morzaria was awarded nearly 3 million pounds after the deductions, representing 70% of the potential total pot. Reuters attempted to contact Morzaria via Legal & General, who were not immediately available. ($1 = 0.8020 pounds)Reporting by Iain Withers Editing by Tommy Reggiori Wilkes, Kirsten DonovanOur Standards: The Thomson Reuters Trust Principles.

☆ Barclays investors urged to reject bonuses for ex-CFO
▼ + stars: | 2023-04-06 | by ( Iain Withers | ) www.reuters.com time to read: +4 min

SECURITIES BLUNDERBarclays docked the pay of its ex-CFO Tushar Morzaria and its current top executives by a combined 1 million pounds ($1.25 million) in February over the securities blunder. STALEY SCRUTINYBarclays said in a notice last week that recent allegations against Staley regarding his relationship with Epstein were "serious and new". He left Barclays in 2021 after a dispute with British financial regulators over how he described his ties with Epstein. Barclays has said Staley received 2 million pounds in fixed pay during his 12-month notice period, and the bank paid his moving expenses back to the United States. Glass Lewis said investors could be "reasonably satisfied" with the company's disclosures on Staley and welcomed the suspension of his awards.

☆ Starbucks shareholders to vote on proposals for labor probe, succession planning
▼ + stars: | 2023-03-23 | by ( Amelia Lucas | ) www.cnbc.com time to read: +3 min

Shareholder votes aren't binding, so the board can reject proposals even if a majority of investors vote in favor. More than 190 company-owned Starbucks locations have voted to unionize under Starbucks Workers United, according to National Labor Relations Board data as of Friday. Members of a recently formed union of Starbucks workers hold a rally to celebrate the first anniversary of their founding, December 9, 2022 in New York City. Apple, unlike Starbucks, agreed to perform the assessment without waiting for a shareholder vote. But Trillium has more than two decades of experience putting shareholder proposals before Starbucks' board.

☆ Shareholders of Canada's Ritchie Bros support deal with IAA
▼ + stars: | 2023-03-14 | by ( ) www.reuters.com time to read: +1 min

March 14 (Reuters) - Canada's Ritchie Bros Auctioneers (RBA.TO) said on Tuesday its shareholders voted in favor of its $7 billion acquisition of U.S. auto retailer IAA Inc (IAA.N), according to a preliminary tally. IAA stockholders will receive $12.80 per share in cash and 0.5252 common shares of Ritchie Bros for each share of IAA common stock they own. Upon completion of the deal, IAA stockholders will own 37.2% of the combined company and Ritchie Bros shareholders the remaining 62.8%. For Ritchie Bros, which auctions and sells used heavy industrial equipment, the acquisition is intended to diversify its customer base, giving it a bigger footprint in vehicle re-marketing, and help cut costs. On Tuesday, shares of IAA were up 1.8% at $40.9, while U.S.-listed stock of Ritchie Bros was up 0.7% at $54.8.

☆ Canada's Ritchie to pay special dividend to investors who back $7-bln IAA deal
▼ + stars: | 2023-03-07 | by ( ) www.reuters.com time to read: +1 min

March 7 (Reuters) - Canada's Ritchie Bros Auctioneers (RBA.TO) said on Tuesday it would pay a special dividend of $1.08 per share to its investors if they back its $7-billion deal for U.S. auto retailer IAA Inc (IAA.N). However, Ritchie's shareholders including Luxor Capital Group, Eminence Capital, Deep Field Asset Management and Janus Henderson Investors have opposed the deal. The latest move by Ritchie comes after proxy advisory firms Institutional Shareholder Services and Glass Lewis recommended that shareholders reject the deal, citing potential risks. read moreThe dividend will be paid subject to receipt of required shareholder approvals of the merger, Ritchie said adding that IAA shareholders will not be entitled to receive it. Reporting by Aishwarya Nair in Bengaluru; Editing by Arun KoyyurOur Standards: The Thomson Reuters Trust Principles.

☆ Proxy advisors urge shareholders to reject Ritchie Bros bid for IAA
▼ + stars: | 2023-03-06 | by ( Svea Herbst-Bayliss | ) www.reuters.com time to read: +2 min

Shareholders vote on March 14 on whether to approve the proposed deal. Ritchie Bros. said it "strongly disagree(s)" with the recommendations and urged shareholders to vote for the deal. The Ritchie Bros stock price climbed more than 5% in the first minutes of trading on Monday. The statement also said that Ritchie Bros. is committed to act in the best interest of all Ritchie Bros shareholders and build long-term value and drive superior shareholder returns. But a number of investors on both sides are pushing back on the deal, arguing it would distract Ritchie Bros from its core business and that it favors IAA shareholders without offering enough upside for RBA investors.

☆ The stock market will soon reach a tipping point in active versus passive investing, ISS says
▼ + stars: | 2023-01-25 | by ( Brian Evans | ) www.businessinsider.com time to read: +2 min

The stock market is on the cusp of reaching a key tipping point soon in the balance between active and passive investing. According to a report from ISS Market Intelligence, the share of long-term invested US assets held by active funds was 53% in 2022. Investors have withdrawn roughly $258 billion from active mutual funds per year since 2015, according to Morningstar Direct data cited by the Financial Times. By contrast, passive mutual funds added $138 billion on average over the same time period. "ISS and Glass Lewis effectively control the stock market," Musk tweeted late Monday.

Musk's comments add to a long-running debate over whether such advisers have too much sway over corporate decision-making. Academic reviews have found mixed evidence about the proxy advisers’ impact. U.S. Republican state officials have also weighed in, writing to the two advisory firms asking if their recommendations met their obligations to investors. Contrary to Musk, however, Republicans at the state and national level have also charged top passive fund managers themselves have grown too aggressive with their proxy votes, a claim fund managers deny. Tesla has faced its own disagreements with the proxy advisers.

☆ Canadian mortgage lender Home Capital to go private in C$1.7-billion deal
▼ + stars: | 2022-11-21 | by ( Svea Herbst-Bayliss | ) www.reuters.com time to read: +2 min

Nov 21 (Reuters) - Canada's Home Capital Group Inc (HCG.TO) said on Monday the mortgage lending company would be taken private by Smith Financial Corp in a C$1.7 billion ($1.27 billion) deal. The Toronto-based lender had rebuffed a takeover offer of more than C$28.60 per share from an unnamed buyer, saying it undervalued the company. The deal with Smith Financial includes a "go-shop" period until Dec. 30, during which Home Capital will be allowed to seek other bids. The lender would be delisted after nearly four decades of being a public company when the deal closes, which is expected in the middle of next year. ($1 = 1.3425 Canadian dollars)Reporting by Niket Nishant in Bengaluru; Editing by Vinay Dwivedi and Arun KoyyurOur Standards: The Thomson Reuters Trust Principles.

☆ Tesla heads to court to defend Elon Musk’s pay
▼ + stars: | 2022-11-14 | by ( Matt Mcfarland | ) edition.cnn.com time to read: +9 min

Washington, DC CNN —Tesla headed to court today to defend the huge compensation package that helped make CEO Elon Musk the richest person on Earth. Even in the rarified air of CEO pay, Musk’s compensation plan stood apart. The Tornetta complaint alleges that the board of directors that created Musk’s compensation plan lacked sufficient independence from him. “This is a huge package,” Hayn said of the compensation plan. Tesla leadershipHayn noted that Musk’s close relationships with the board members could be problematic for Tesla in the case.

☆ Elon Musk heads to court over Tesla pay that made him the world’s richest person
▼ + stars: | 2022-11-13 | by ( Matt Mcfarland | ) edition.cnn.com time to read: +8 min

Washington, DC CNN —Tesla and CEO Elon Musk will spend this week in court to defend the massive compensation package that helped make him the world’s richest man. The week-long trial in Delaware Court of Chancery will examine the 2018 compensation plan that the automaker’s board of directors created for Musk. Even in the rarified air of CEO pay, Musk’s compensation plan stood apart. The Tornetta complaint alleges that the board of directors that created Musk’s compensation plan lacked sufficient independence from him. “This is a huge package,” Hayn said of the compensation plan.

The "Voting Choice" program announced last year by the $8 trillion asset manager could reshape corporate elections both by making shareholders more involved and by diminishing the political criticism BlackRock faces from U.S. liberals and conservatives alike. BlackRock said in a statement that at the end of September clients with around $1.8 trillion in equity index assets managed by the company were eligible for voting choices and that clients with $452 billion were doing so. Last month for instance Charles Schwab Corp's (SCHW.N) asset-management arm said it would start polling shareholders of certain funds about their voting preferences. "Our clients have diverse perspectives, and a growing number would like the option to weigh in on how their index funds vote," Vanguard said in a statement. In addition, BlackRock said it would offer voting choice to more investment strategies and work with investor communications platform Proxymity to extend choice to retail investors in some British mutual funds.

☆ P&G faces challenge to CEO Moeller as chairman from environmentalists, investors
▼ + stars: | 2022-10-10 | by ( Jessica Dinapoli | Thomson Reuters | New York-Based Reporter Covering U.S. Consumer Products Spanning Paper Towels To Packaged Food | ) www.reuters.com time to read: +3 min

Boxes of Tide detergent, a Procter & Gamble product, sit on a shelf at a store in Alexandria, May 28, 2009. Register now for FREE unlimited access to Reuters.com RegisterThe groups request replacing Moeller with an independent chair. Norway's sovereign wealth fund also plans to vote against Moeller, according to a voting notice on its website. Institutional Shareholder Services Inc and Glass Lewis, firms that make widely-followed recommendations on voting for investors, said shareholders should support Moeller and the two directors. ISS said investors should take caution when supporting Moeller and the directors because of "ongoing concerns" regarding deforestation.

☆ Jonathan Weil — Reporter at The Wall Street Journal
▼ + stars: | 2000-09-20 | by ( Jonathan Weil | ) www.wsj.com time to read: +1 min

Jonathan WeilJonathan Weil rejoined The Wall Street Journal in October 2022 as a reporter, covering finance. He previously was an analyst at the investment firms CPMG Inc. and Kynikos Associates, a columnist for Bloomberg News, and a managing director at proxy adviser Glass Lewis & Co.Jonathan started with the Journal in 1997 as a reporter for its Texas regional edition and moved to New York in 2000, where he covered the accounting beat for five years. He won Best in Business Journalism awards from the Society of American Business Editors and Writers in 2009 and 2010. He began his career at the Arkansas Democrat-Gazette in Little Rock. He is a graduate of the University of Colorado at Boulder and Southern Methodist University School of Law.

Persons: Jonathan Weil Jonathan Weil, Glass Lewis, Jonathan, ” Jonathan Organizations: Wall Street, CPMG Inc, Kynikos Associates, Bloomberg News, Texas, Columbia Journalism, New Yorker, New York State Society of Certified Public Accountants, Business, Society of American Business, Arkansas Democrat, Gazette, University of Colorado, Southern Methodist University School of Law Locations: New York, Little Rock, Boulder

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