San Francisco City & County Employees' Retirement System updated its proxy voting guidelines for 2020 to vote against chairs of nominating and governance committees when more than 80% of boards are the same gender.
The $27.2 billion pension fund's board approved the guidelines proposed by Andrew Collins, director of ESG investing, at its Feb. 12 meeting, an email from SFERS confirmed.
Previously, SFERS' policy regarding gender was to vote against chairs of nominating and governance committees when there were no women on the board, with a mitigating factor being some kind of firm commitment in the proxy statement to appoint at least one person of an underrepresented gender on the board.
Also updated is a policy for voting against directors when boards propose multiclass capital structures with unequal voting rights at spin-off companies. Previously, SFERS' policy was only to vote against directors when boards make those proposals at pre- and post-initial public offering companies and not spin-offs.
Also, SFERS will now vote against directors, of the entire board, if prior to the company's IPO, the company adopts "problematic or bylaw charter provisions, such as (but not limited to) supermajority vote requirements to amend the bylaws or charter or a classified board structure," according to Mr. Collins' memo.