Why’d they vote that way?

Before the shareholder meeting, WMTS reviewed how some large public pension funds and proxy advisors were voting their shares for the different Board of Director candidates. Well, the results are in, and Directors Christopher Williams, Mike Duke and Rob Walton, yet again tallied high “no” votes. In an effort to shed some light on why large institutional investors voted against various director candidates, WMTS has looked into the reasoning of the two large public pension funds—Wisconsin (SWIB) and California (CalPERS). Both are among the largest public pension funds in the world with CalPERS ranking 6th and SWIB in 30th place, both with assets in the billions.

SWIB voted against seven of the directors up for a vote. Directors Doug Daft, Steven Reinemund, and Linda Wolf got “no” votes as a result of the executive compensation practices at Walmart. It opposed Marissa Mayer because of her direct benefit from Walmart’s purchase of more than $12.4 million in advertising space from Yahoo! during 2013. And SWIB joined many other shareholder in voting against Duke, Rob Walton, and Williams, arguing that “a vote AGAINST is warranted for the board’s failure to reassure shareholders that the alleged FCPA violations will have a limited impact on shareholder value, and that any responsible executives will be appropriately held accountable.”

CalPERS decided to withhold votes from six director nominees – Aida Alvarez, James Cash, Duke, Lee Scott, Williams, and Linda Wolf. It withheld its vote “due to concerns surrounding the Board’s oversight of operational and reputational risk,” citing the alleged corruption in Mexico and concerns about the supply chain citing the recent tragedy in Bangladesh as an example. CalPERS went on to explain that it withheld support from Alvarez, Cash, and Williams because of their service on the “audit committee which is overseeing the investigation into allegations of corruption,” and opposed Duke and Scott since both were in “positions of authority over the period in question.” And finally, over concerns on sustainability issues, withheld votes for Wolf who serves as the chair of the Nominating and Governance Committee “which reviews and advises management on the company’s social, community and sustainability initiatives.”

What do you think?