Old Republic International Corp. shareholders passed a proxy-access proposal May 27 sponsored by CalPERS that allows shareholders to nominate company directors, a CalPERS news release said.
Voting with the $290.4 billion Sacramento-based California Public Employees’ Retirement System in favor of the proposal at the annual company meeting were the $186.8 billion California State Teachers’ Retirement System, West Sacramento; $179.5 billion Florida Board of Administration, Tallahassee; $126.6 billion Texas Teacher Retirement System; and $99.1 billion State of Wisconsin Investment Board, Madison, according to their proxy-voting disclosures.
Under the proposal, a shareholder or group of shareholders that own 3% of ORI shares for three years could use corporate proxy materials to nominate up to 25% of the company’s directors. ORI has an 11-member board.
"This is particularly important in situations where the board, as with Old Republic, has not implemented prior shareowner proposals,” Anne Simpson, CalPERS investment director of global governance, said in the release.
Old Republic International did not implement a CalPERS proposal calling for the company to adopt a majority-vote standard in uncontested elections for directors that was approved last year by 78.5% of shares voted, according to filing with the Securities and Exchange Commission by the company.
“Accountability to the owners is fundamental,” Ms. Simpson added.
The company opposed the proxy-access proposal.
John R. Heitkamp Jr., ORI senior vice president, general counsel and secretary, and other ORI representatives couldn’t be reached to confirm the proxy-access voting results and comment on whether the company will implement the proposal.