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Exxon offers auto-voting as a counter to shareholder activism

Exxon offers auto-voting as a counter to shareholder activism

Exxon Mobil has introduced a shareholder voting mechanism unique to the company. This will allow retail investors vote automatically in accordance with board recommendations at annual meetings. This could help Exxon Mobil, which is the largest oil producer in America, avoid activist campaigns. In a letter sent on Monday, the U.S. Securities and Exchange Commission stated that it wouldn't object to Exxon's plan as long as they met certain conditions. These included reminding investors who have opted in to the mechanism of their participation every year. The SEC response may encourage other companies to follow.

Exxon has been fighting back against activists aggressively in recent years. It could gain more support by its large retail shareholder base, who vote for the board overwhelmingly despite their lower participation rates.

Individual investors "lack the access to many services that allow institutional investors to vote quickly and easily." Exxon stated that activist groups exploited this gap in order to promote political goals and undermine shareholder value.

Exxon announced in a press release that retail investors would be informed by their brokers in the coming weeks about a program where they could vote their shares according to management recommendations.

Investors can manually vote according to the instructions provided in the proxy material if they change their mind. Exxon claims to be the first U.S. firm to offer this option.

The company stated that it was time to "level the playing field" as a matter fairness.

Exxon reported that individuals hold nearly 40% of company shares, but only a quarter vote during the proxy season. They support the board in the majority, however. Most large U.S. corporations are owned by retail investors, who hold around 30%. When companies are facing close board elections, or when campaigns for shareholder resolutions with ideological overtones are underway, they become a highly sought after pool. Apple and Tesla are the only other U.S. iconic brands that come close to Exxon in terms of retail ownership.

FIGHTING BACK AGAINST THE ACTIVISTS Exxon faced several high profile activist shareholder campaigns in recent years tied to climate issues, most notably in the year 2021 when it elected three dissident board members. It continued to sue activist investors Arjuna and Follow This even after they retracted their proposal asking Exxon for a reduction in greenhouse gas emissions.

Mark van Baal, founder of Follow This, said in a May 2013 statement that Exxon had attacked the rights of shareholders to make proposals regarding emissions as the cause of climate changes. Exxon’s latest annual meeting, held in May, featured no shareholder resolutions qualifying for voting. This was the first time that Exxon had not allowed resolutions since 1958. Exxon's statement noted that a number top fund managers had created similar options to allow their investors to vote alongside corporate boards. However, the fund firms have also allowed users to choose other policies, such as choices that support climate and social measures.

Darren Woods, Exxon's CEO, said that the company was trying to prevent activists from submitting similar proposals year after year.

Woods stated, "My opinion is that if you are going to play this game, then we can too." Sheila Dang reported from Houston, and Ross Kerber from Boston. Nathan Crooks edited the story.

(source: Reuters)