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Proxy Preview 2014


The 2014 proxy season already has broken all previous records for the number of shareholder proposals filed, with Si2 identifying 417 shareholder resolutions on environmental and social issues so far this year—at least 50 more than at this time in 2013, and 20 percent more than in February 2012. While corporate political activity remains a central focus, accounting for 30 percent of the total, there are more resolutions than ever on the environment given a new push for action to battle climate change. Resolutions concerning climate and energy, other environmental issues, and sustainable governance (including reporting) combined make up 39 percent of the total.

There are more proposals about board diversity and somewhat fewer about workplace diversity as the country moves towards greater acceptance of equal rights for

lesbian, gay, bisexual, and transgender people. Human rights and decent work proposals make up about 9 percent of the total, up slightly from last year, while even

more of the sustainability reporting requests this year incorporate these concerns than previously, given an expanded supply chain reporting push.

The number of animal welfare resolutions is about the same as last year but proportionately less given the overall volume increase (3 percent of the total). The final 8 percent cover everything from government surveillance to health care, gun control, and equitable lending.

Fully 324 resolutions are now pending, up from 284 at this time in 2013 and 279 in mid-February 2012. Companies have lodged 87 challenges to these proposals at the Securities and Exchange Commission, which so far has rejected five (down from nine last year at the same time), accepted just 14 (half of the 30 it had sustained in mid-February 2013), and still must decide upon another 49 (eight more than were pending in 2013). Proponents have withdrawn 19 of the challenged resolutions,

sometimes after agreements with the companies and at other times for tactical reasons because they wanted to avoid setting an unwanted precedent.

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