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Proxy Voting

A share of common stock represents an ownership interest in a company.

As a shareholder you have ownership rights; among these are a claim on the company’s assets, a portion of the earnings, the right to decide who sits on the  board of directors and a vote on company and shareholder proposals. Proxy voting is the mechanism by which shareholders exercise these rights. Unfortunately, most investment managers do not handle proxy voting on behalf of their clients. 

We utilize the CFA Institute's "The Corporate Governance of Listed Companies: A Manual for Investors" as a guide along with independent analysis, and the belief that elected officials, not corporations, should be instituting public policy.

Clients who elect to have The Republic Capital Management LLC vote shares on their behalf receive ownership reports on how their shares were voted at every meeting in addition to their standard account statements.

Example: Ownership Report

What is proxy voting?

Every year companies hold an annual shareholders meeting. This meeting is typically held several weeks after the release of the company’s fiscal yearend financial reports. However given the number of shareholders and the cost of attending an annual meeting in person most shareholders and investment firms use proxy voting to have their ownership represented at the meeting rather than attend in person. This can be done by voting online, by mail, or having a registered investment advisor casting the votes on your behalf. Votes can be cast up to a cutoff time, typically 24 hours before the shareholder meeting. After the meeting votes are counted and the results are announce.

What Are Proxy Advisory firms?

Proxy advisory firms emerged to assist Institutional Investors in voting their shares at shareholder meetings. Many institutional investors have holdings in hundreds if not thousands of companies. Due to the time and resources need to thoroughly research all the different shareholder proposals many have outsourced this work to proxy advisory firms. These firms take the time to do the research and recommend how to vote shares. Adding incentive for institutional investors to outsource this responsibility was the SEC (Securities and Exchange Commission) adoption of Rule 206(4)-6 of the Investment Advisors Act in 2003 which includes language that states one way in which advisors could show they were voting shares in their clients best interest was to outsource it: “Similarly, an adviser could demonstrate that the vote was not a product of a conflict of interest if it voted client securities, in accordance with a pre-determined policy, based upon the recommendations of an independent third party.” The independent third party here being the proxy advisory firms.

Where to find Proxy Voting information

Publicly traded companies have a section on their corporate website called “Investor Relations”, it is in this section you can locate the firms most recent proxy statement along with annual reports and quarterly earnings. Additionally the information can be located on the SEC (Securities and Exchange Commission) website. Publicly traded companies are required to file forms with the SEC during the course of business. The following link brings you to the sec website. Search for the company then search for “DEF 14A” which is the filing code for annual proxy statements.