Boeing Co. shareholders rejected all shareholder proposals, including calls for an independent chairman and disclosure of lobbying payments and policy, according to preliminary results provide by company spokesman John Dern.
All nominees for directors were elected with an average of 97% of the vote in favor, including W. James McNerney Jr., chairman and CEO, whose election was opposed by the $183.3 billion California State Teachers' Retirement System, West Sacramento.
“Under CalSTRS policy he is 'over boarded,'” Michael Sicilia, CalSTRS media relations manager, wrote in an e-mailed comment. “Our policy is that a sitting CEO can sit on his company's board and one other. James McNerney is Boeing's CEO and also sits on the boards of Procter & Gamble Co.” and International Business Machines Corp.
The $177.9 billion Florida State Board of Administration, Tallahassee, opposed the re-election to the board of Edward M. Liddy and Ronald A. Williams, both independent directors.
The FSBA voted against Messrs. Liddy and Williams “because both director candidates were 'over boarded' in accordance with SBA proxy voting guidelines — with simultaneous service on three or more boards,” said Dennis D. MacKee, FSBA director of communications, in an e-mail.
The C$201.5 billion ($182.6 billion) Canada Pension Plan Investment Board, Toronto, supported all directors.
Shareholders voted 68% against the proposal calling for an independent chairman. FSBA supported corporate management and opposed the proposal, while the CPPIB and CalSTRS voted in favor of the proposal.
The FSBA voted against the independent chairman proposal, “due to the company's outperformance of both the broad S&P 500 index as well as its … peer group, over the last one, three and five years,” Mr. MacKee said. “In addition, the company has a robust governance structure whereby an independent lead director (Kenneth M. Duberstein) approves the agenda for all board meetings.
The proposal calling for disclosure of lobbying payments and policy was rejected by 81% of shareholders. All three pension funds supported the proposal.