James McRitchie: The Gadfly Seeking Corporate Change Via Shareholder Proposals

1. Start of interview [1:30]
2. Jim's "origin story" [2:12]
3. How his experience at CalEPA led him to become a shareholder advocate [6:07]
4. His experience with Mark Latham, a former Berkeley Prof and Salomon Brothers banker on developing and promoting a new shareholder proposal method  [8:03]
5. His efforts to get elected to the CalPERS board [11:33]
6. CalPERS and the increasing influence of institutional investors in corporate governance  [12:53]
7. "Thirty years ago no shareholder proposal had ever passed." Last year [McRitchie] filed 50 proposals and in 26 of them he got majority vote or else he worked an agreement with the company. [14:21]
8. His Proxy Access petition to the SEC in 2002 [15:28]
9. Why his friends from social responsible investment (SRI) funds started filing shareholder proposals [16:57]
10. Pax World Funds was the first socially responsible investment fund. "Later on, SRI funds started engagement campaigns." [18:55]
11. "ISS and Glass Lewis don't set the agenda, it's the public opinion that sets the agenda." "ISS is not driving the vote, they simply hold up a mirror to its customers" [20:28]
12. Jim's take on "stakeholder capitalism" and BRT's restatement of the purpose of the corporation. [21:56]
13. Jim's shareholder proposals at BlackRock: His "hypocrisy proposal." [23:46]
14. Jim's approach for his shareholder proposals, and why he's getting majority support. How he compares with John Chevedden and the Steiners. He keeps a spreadsheet with 150 target companies. [25:27]
15. Why he does what he does: "I am really pissed off with all these injustices" [27:20]
16. The influence of the book "A Nation of Small Shareholders" by Janice Traflet (2013) [28:47]
17. The problem of dual class shares [31:15]
18. Jim is taking a page from Elizabeth Warren. He'd like companies to elect a director who can serve  as a liaison to employees ("Rooney rule but including employees"). [32:33]
19. Jim's Rulemaking Petition to the SEC for Real-Time Disclosure of Proxy Votes [34:19]
20. Why he files around 50 shareholder proposals per year [36:14]
21. The impact of COVID-19 on his work, and the advent of virtual shareholder meetings [37:14]
22. "There has been tremendous corporate governance progress on paper (not so much in reality)" [38:22]
23. How his work has enabled hedge funds to go after companies [39:18]
24. His favorite books: [44:42]
    1. The Social Construction of Reality (1966) (Peter Berger & Thomas Luckmann)
    2. Participation and Democratic Theory (1970) (Carole Pateman)
    3. Power and Accountability (1992) (Bob Monks and Nell Minow)
25. His favorite study: NSF meta-study from 45 years ago: workplace should be more democratic, employees should have more say. [44:42]
26. The living person he most admires: [48:05] Nell Minow.
27. The people that have most influenced his work: [49:06]
    1. Bob Monks
    2. Nell Minow
    3. Rich Koppes
    4. The Gilbert brothers.

Music/Soundtrack (found via Free Music Archive): Seeing The Future by Dexter Britain is licensed under a Attribution-Noncommercial-Share Alike 3.0 United States License

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Music/Soundtrack (found via Free Music Archive): Seeing The Future by Dexter Britain is licensed under a Attribution-Noncommercial-Share Alike 3.0 United States License