Management proposals |
1
|
Elect Director Sebastien Bazin
|
For
|
For
|
2
|
Elect Director Ashton Carter
|
For
|
For
|
3
|
Elect Director H. Lawrence Culp, Jr.
Vote rationale:
The board should exercise objective judgement on corporate affairs and be able to make decisions independently of management. The roles of chairperson and CEO should not be held by the same individual. Where a company founder combines both roles, we may support this for a limited period, provided the board has put in place measures to mitigate any conflicts of interest.
Global Voting Guidelines
Separation of chairperson and CEO
|
For
|
Against
|
4
|
Elect Director Francisco D'Souza
|
For
|
For
|
5
|
Elect Director Edward Garden
|
For
|
For
|
6
|
Elect Director Thomas W. Horton
|
For
|
For
|
7
|
Elect Director Risa Lavizzo-Mourey
|
For
|
For
|
8
|
Elect Director Catherine Lesjak
|
For
|
For
|
9
|
Elect Director Paula Rosput Reynolds
|
For
|
For
|
10
|
Elect Director Leslie Seidman
|
For
|
For
|
11
|
Elect Director James Tisch
|
For
|
For
|
12
|
Advisory Vote to Ratify Named Executive Officers' Compensation
Vote rationale:
The board is responsible for attracting the right CEO and setting appropriate remuneration. A substantial proportion of annual remuneration should be provided as shares that are locked in for five to ten years, regardless of resignation or retirement. The board should provide transparency on total remuneration to avoid unacceptable outcomes. The board should ensure that all benefits have a clear business rationale. Pensionable income should constitute a minor part of total remuneration.
Global Voting Guidelines
CEO remuneration
|
For
|
Against
|
13
|
Ratify KPMG LLP as Auditors
|
For
|
For
|
Shareholder proposals |
14
|
Require Independent Board Chairman
Vote rationale:
The board should exercise objective judgement on corporate affairs and be able to make decisions independently of management. The roles of chairperson and CEO should not be held by the same individual. Where a company founder combines both roles, we may support this for a limited period, provided the board has put in place measures to mitigate any conflicts of interest.
Global Voting Guidelines
Separation of chairperson and CEO
|
Against
|
For
|