Goldman Sachs shareholders on Friday voted in favor of all board-sponsored proposals and against all those sponsored by shareholders, according to preliminary results provided by Ed Canaday, company spokesman.
The $209.1 billion California Public Employees’ Retirement System, Sacramento, voted in favor of all board and shareholder proposals except the re-election of Lakshmi N. Mittal as a director, according to its website.
Florida State Board of Administration, Tallahassee, voted against the re-election of John H. Bryan as a director and against shareholder proposals calling for a company report on global warming and on pay disparity, according to Michael P. McCauley, FSBA senior officer-investment programs and governance. The board voted in favor of all other proposals. The FSBA oversees $140.9 billion in assets.
The C$96.4 billion (US$92.4 billion) Ontario Teachers’ Pension Plan, Toronto, voted for all board-sponsored proposals and against all shareholder-sponsored proposals except one sponsored by Christian Brothers Investment Services calling for the separation of the CEO and chairman positions, according to the OTPP’s website.
The $850 million American Federation of State, County and Municipal Employees Pension Plan, Washington, voted against the re-election as directors of Chairman and CEO Lloyd C. Blankfein, President and COO Gary D. Cohn, board member James A. Johnson and Mr. Bryan. The AFSCME plan also voted against ratifying the retention of PricewaterhouseCoopers as auditor and against the global warming proposal. The AFSCME fund voted in favor of the other proposals.
Goldman Sachs shareholders approved a board-sponsored non-binding proposal on the company’s executive compensation.
Other board-sponsored proposals that received a majority of shareholder votes call for an end to the company’s 80% supermajority voting requirement and allow 25% of shareholders to call for a special meeting.
The $22.9 billion Connecticut Retirement Plans and Trust Funds, Hartford, voted against Goldman Sachs’ executive compensation.
“Goldman Sachs’ executive compensation package encourages short-term risk-taking by placing a premium on one-year performance measures instead of setting long-term targets that are aligned with share owner interests,” Denise L. Nappier, state treasurer and sole trustee of the pension fund, said in a statement.
Ms. Nappier had led negotiations in which Goldman Sachs agreed to allow shareholders the non-binding vote on executive compensation. “While I applaud Goldman for agreeing to a ‘say-on-pay’ vote, I am deeply disappointed in how tone deaf the board of directors has been in setting the executive compensation plan, which ignores what has just happened in our economy and Goldman’s own complicity in many of the events that have led to unprecedented volatility and uncertainty in the capital markets,” Ms. Nappier said in the statement.
Information on how the Connecticut fund voted on the other proxy proposals was unavailable.
Michael W. Stocker, an attorney with the law firm Labaton Sucharow, which is involved in securities litigation and corporate governance issues, said for Goldman Sachs to sponsor a proposal to end supermajority voting shows its officials “are listening to investors more than they use to.” In approving that proposal, “investors are willing to flex their muscles now,” Mr. Stocker added.
“I wouldn’t read too much into the vote (opposing) the split in the positions of chairman and CEO,” Mr. Stocker said. “It might mean shareholders don’t want to change horses” in the midst of the trouble at the firm, which was indicted April 16 by the Securities and Exchange Commission on civil charges of defrauding investors by misstating or omitting key information about subprime mortgages.
Other shareholder-sponsored proposals that were defeated called for placing collateral for over-the-counter derivatives into segregated separate accounts; requiring executives to hold for three years 75% of the company shares they receive as compensation to promote long-term performance; and cumulative voting for directors.
Also, shareholders defeated a Domini Social Investments-sponsored proposal calling for a report on the company’s political contributions.
Goldman Sachs opposed all the shareholder proposals.
A preliminary tally of the voting wasn’t available.