State executives and lawmakers from both major political parties have recently threatened to use public retirement plan assets to address political grievances or push political agendas. Issues ranging from guns to oil and climate change to social media are all being suggested as political targets that should dictate investment strategies for public pension funds. When making arguments for their activist agendas, proponents of these various positions rarely mention how investment restrictions or demands will aid in the basic retirement plan objective of supporting public employees in their retirement years.
To be clear, public retirement plan assets should never be utilized for political purposes.
Trustees of these public pension plans, and others of influence, are under a clear fiduciary obligation to make decisions with the sole purpose of best meeting the pension plans’ objectives for the benefit of that plan’s participants. There is no ambiguity about this: Activist political agendas have no place in public pensions. To be effective in meeting their objectives, public pension systems must be completely apolitical in their decision-making and in their operations. They cannot be beholden to shifting political winds.
While this idea seems straightforward, the thought of using these massive investment portfolios to leverage certain political agendas is often too enticing for some politicians to pass up. It is incumbent upon governors, other key stakeholders, and legislative representatives in all states to step up and acknowledge that public retirement assets are out-of-bounds for activist maneuvering. This is critical regardless of where these figures fall on the political spectrum. It is equally important for retirement system trustees and leaders, as well as state treasurers, to stand firm as plan fiduciaries and vigorously oppose any attempts to use plan assets in a way that is not solely directed at benefitting the plan’s participants.
The U.S. Securities and Exchange Commission Wednesday adopted amendments to its rules governing proxy voting advice, representing another step forward in what has been a fraught regulatory process.
SEC Chair Gary Gensler, in a statement said, the final amendments aim to avoid burdens on proxy voting advice businesses that may impair the timeliness and independence of their advice. The amendments also address misperceptions about liability standards applicable to proxy voting advice, Gensler says, while preserving investors’ confidence in the integrity of such advice.
“I am pleased to support these amendments because they address issues concerning the timeliness and independence of proxy voting advice, which would help to protect investors and facilitate shareholder democracy,” Gensler says. “It is critical that investors who are the clients of these proxy advisory firms are able to receive independent and timely advice.”
As outlined in a press release distributed after the vote by the SEC, Wednesday’s final amendments rescind two rules applicable to proxy voting advice businesses that the Commission adopted in 2020. Specifically, the final amendments rescind conditions to the availability of two exemptions from the proxy rules’ information and filing requirements on which proxy voting advice businesses often rely.
Viewers of Berkshire Hathaway’s 2022 Annual Meeting recently learned that some public pension funds feel strongly about how the corporations they own stock in should be governed. At the Berkshire meeting, a group of three pension systems offered a series of shareholder resolutions, all of which were rejected. While there may be instances where it is reasonable for public pension funds to try to influence corporate decision-making, the pension funds should determine whether proxy fights can appreciably enhance the value of their assets before picking a fight.
Pension funds and other institutional investors sometimes withhold their support for corporate-endorsed board candidates and submit resolutions. But changing the outcome of corporate elections is typically an uphill battle. According to ProxyPulse, only 2.2% of corporate board candidates failed to obtain majorities during the 2021 proxy season. Sullivan & Cromwell found that only 9% of shareholder proposals submitted were ultimately ratified.
In comparison, the prospects for shareholder resolutions being adopted appear to be improving. ProxyPulse found that the mean share of votes for shareholder proposals increased from 34% in 2017 to 40% in 2021. The threat of a shareholder proposal passing may also be encouraging boards to go ahead and adopt some recommended policies.
Between January 1, 2020, and April 30, 2022, pension funds filed 81 forms with the Securities and Exchange Commission in which they disclosed shareholder solicitations, accounting for over 10% of all such disclosures filed during this period. Shareholders who send letters to other shareholders asking them to vote against recommendations of management in their proxy statements disclose the fact that they have done so on SEC Form PX14A6G.
The New York State Common Retirement Fund, one of the nation’s largest pension funds, announced that it will vote to remove all of Twitter’s directors at this week’s annual shareholder meeting. The vote against the directors is unlikely to result in change, but it shows mounting institutional pressure for Twitter to resist Elon Musk’s vision for relaxed content moderation policies.
Thomas DiNapoli, the New York state comptroller and trustee to the estimated $279.7 billion fund, said the Twitter board of directors had repeatedly failed to enforce the company’s own content moderation policies.
“Allowing this content on social media platforms facilitates the radicalization of individuals through repeated exposure to violent rhetoric, hate speech and examples of previous violence,” DiNapoli wrote in the public letter to Twitter’s directors. DiNapoli placed particular emphasis on Twitter’s failure to remove footage from a livestreamed mass shooting that took place in Buffalo, New York, last weekend. The alleged shooter espoused white supremacy ideology and pointed to social media sites including 4chan as the source of his radicalization.
Two Republican senators expressed concern that Thrift Savings Plan asset managers BlackRock and State Street Global Advisors are putting ESG and their CEOs’ “left-leaning” priorities ahead of their fiduciary duties when it comes to proxy voting.
In a letter Thursday to Federal Retirement Thrift Investment Board Acting Chairman David A. Jones, Sens. Pat Toomey of Pennsylvania and Ron Johnson of Wisconsin questioned the priorities of BlackRock and State Street Global Advisors, who between them manage nearly $500 billion for the $762.3 billion Thrift Savings Plan’s 6.2 million federal employees and members of the uniformed services. Of that, roughly $57 billion is managed by SSGA.
“We are concerned that BlackRock and SSGA may be prioritizing their CEOs’ personal policy views over retirees’ financial security,” the letter said.
A dónde va mi pensión (Where is my pension going?), an investigation by the Press and Society Institute, IPYS, the Pulitzer Center and 13 news organizations, revealed that workers from nine Latin American countries have saved around US$500 billion for their pensions but that they have no idea how and where their money was invested.
The investigation found that in some cases the money ended up in questionable companies that violated local regulations concerning the environment or worker’s safety.
In Chile, for example, 36 companies financed by pension funds accounted for nearly 3,500 fines issued by the labor regulator over the last five years.
Author(s): JULETT PINEDA SLEINAN
Publication Date: 6 July 2021
Publication Site: Organized Crime and Corruption Reporting Project
Over the past two weeks, activist hedge fund investor Engine No. 1 scored a victory for the climate change movement by wresting three board seats at ExxonMobil with the support of the “Big Three” institutional investment firms BlackRock, Vanguard, and State Street. But the episode also marks a failure in ExxonMobil’s “corporate diplomacy” because of its inability to convincingly demonstrate that it is committed to mitigating climate risks and protecting its long-term business value, according to Wharton management professor Witold Henisz.
Engine No. 1 has only a 0.02% stake in ExxonMobil, but the climate risk issues it pushed for were sufficient to get the three big investment firms on its side. In explaining its stance, BlackRock stated that the energy major needs “to further assess the company’s strategy and board expertise against the possibility that demand for fossil fuels may decline rapidly in the coming decades.” BlackRock CEO Larry Fink had reiterated his company’s commitment to combating climate change in his 2021 annual letter to CEOs; in his 2020 letter to CEOs, he had said that “climate risk is investment risk.”
An activist investor is likely to pick up a third seat on the board of Exxon Mobil Corp., giving it additional leverage to press the oil giant to address investor discontent about diminished profits and its fossil-fuel focused strategy amid concerns about climate change.
Exxon said Wednesday that an updated vote count showed shareholders backed a third nominee of Engine No. 1, an upstart hedge fund that had already won two board seats at Exxon’s annual shareholder meeting last week. The final vote hasn’t been certified, Exxon said, and could take days or weeks to be finalized, according to people familiar with the matter.
Engine No. 1, which owns a tiny fraction of Exxon’s stock, had sought four seats on the board and argued the Texas oil giant should commit to carbon neutrality, effectively bringing its emissions to zero—both from the company and its products—by 2050, as some peers have. If the preliminary voting results hold, it will control a quarter of Exxon’s 12-person board.
Shareholders representing nearly 56% of shares that were eligible to vote supported a proposal calling for Exxon to disclose more about direct and indirect lobbying spending and policies, while about 64% voted for Exxon to release a report on how its lobbying aligns with Paris climate accords.
By lunchtime Tuesday we should know whether the Wells Fargo & Co. shareholders adopted a proposal to have the company conduct a racial-equity audit, an idea championed by a pension fund shareholder affiliated with the Service Employees International Union.
Wells Fargo and other big banks have recommended shareholders vote down these racial-equity audit proposals, a feature of this year’s annual shareholder meeting season.
The banks are likely to have the votes, but hopefully they don’t put the whole idea into a file and forget about it.
Already, over the past few weeks, Biden’s Security and Exchange Commission (SEC) announced that it will update its guidelines on how climate risks should be disclosed to investors, and launched a task force to focus on climate-related compliance and misconduct. The SEC has also refused to help ExxonMobil block a shareholder vote on a climate-change resolution. (Although the commission did just let the company reject a shareholder proposal to force the operation to disclose what it plans to do with its untapped fossil fuel assets.)
This week, the Securities and Exchange Commission sided with ExxonMobil in rejecting a shareholder proposal to require the company to report how it plans to deal with “stranded assets” — untapped fossil fuels that the company is counting as assets but may never be drilled, meaning they will turn into liabilities.
California Public Employees’ Retirement System (CalPERS)1 and State Board of Administration (SBA) of Florida2, the largest and fifth-largest public pension funds in the US, have publicly disclosed that they have voted FOR Effissimo Capital Management’s shareholder proposal to conduct an independent investigation of Toshiba Corporation’s (TYO: 6502) 2020 Annual General Meeting (AGM).
SBA Florida cited three reasons for its supportive vote: “Conflicted review process; Insufficient resolution of outstanding concerns; Reasonably proportionate request.”
The votes by prominent institutional shareholders of Toshiba follow earlier disclosure by California State Teachers’ Retirement System (CalSTRS), the second-largest public pension fund in the US, that it was voting FOR Effissimo’s proposal.