From the Wall Street Journal:
Wal-Mart Stores Inc. needs a more independent board in order to improve directors’ handling of a protracted foreign-bribery probe and executive pay, a prominent proxy adviser said.
Institutional Shareholder Services Inc., which advises big shareholders like mutual funds how to vote on corporate ballots, is concerned the company hasn’t disclosed which, if any, of its executives might be found culpable in an investigation into alleged bribery overseas.
ISS also said it is troubled by a string of adjustments to pay targets and plans that together have the effect of insulating executives’ pay somewhat from the consequences of Wal-Mart’s declining performance.
The recommendations are unlikely to have much practical effect given the Walton family’s control over the company. But they do highlight the recent challenges Wal-Mart is facing. The retailer recently reported its fifth straight quarterly decline in U.S. sales and said there is more weakness to come. It is struggling in international markets as well.