Know "Say on Pay" (Stock holders to have a say on executive pay)? First Corp vote has occurred

[Godhumor]

At Monsato.

So Say on Pay came out of Dodd-Frank and requires public companies to have an executive compensation vote at their first annual meetings of the year. It is non-biding, but the hope was that companies would not take the PR hit going against the stock holders.

Well, Monsato had their Say on Pay vote on 1/25, the first S&P 500 company to do so, and the stock holders damn well defied the board recommendations. The board had asked for review of salary details for executives every 3 years, but the stock holders voted for an annual review instead (i.e. a lot more compensation accountability).

http://blog.riskmetrics.com/gov/2011/01/monsanto-investors-vote-for-annual-say-on-pay.html

Article excerpt follows

Monsanto Investors Vote for Annual "Say on Pay"

By Ted Allen

In the first "say when" vote at an S&P 500 issuer, Monsanto investors overwhelmingly defied management's triennial recommendation and voted for an annual advisory vote on executive compensation at the agricultural company's annual meeting today.

There was 62.2 percent investor support for annual, a 35.9 percent vote for triennial, 1.4 percent support for biennial, and 0.5 percent abstentions, according to a company filing. These results do not include discretionary broker votes, which cannot be cast for management during these frequency votes.

Monsanto's board responded quickly to the vote, which was non-binding. "In accordance with the results of this vote, the Board of Directors determined to implement an annual advisory vote on executive compensation," the company said in a press release.

"The Monsanto vote of 62 percent for annual votes on Say on Pay is the shot that will be heard around America's boardrooms," said Tim Smith, a senior vice president at Walden Asset Management and an active proponent of annual votes. "Despite the board's recommendation for a triennial pattern of votes, investors voted thoughtfully and actively for annual accountability on pay, giving investors regular opportunities for feedback on executive compensation."

[patrice]

1. K&R