I recently wrote an article published exclusively on Seeking Alpha, entitled, “Why GE’s Buyback is a Raw Deal for Shareholders.” Share repurchase programs are trumpeted out and rarely questioned. I believe that many, but not enough, investors understand that buybacks can be largely self-serving and hardly in shareowners’ best interests. I encourage you to read the above linked story (link visible in full article view) on GE and note the fact that the impact of share buybacks when looking at shares outstanding is very dismal; stock price performance is equally unimpressive.
The topic of corporate governance excites few, far fewer than it should, and of course much fewer than say a big (but ultimately boring) story like Facebook’s (FB) pending IPO; though even Facebook and also Google (GOOG) have some newsworthy corporate governance issues. Corporate governance is only hot when there is an Aubrey McClendon type figure making the news — Chesapeake Energy (CHK) shareowners deserve to be outraged — or when a shareowner proxy vote overcomes all odds and leaves corporate directors and management in an awkward position, think Citigroup (C) getting a “no” on its say-on-pay.
General Electric’s (GE) annual shareowner meeting is tomorrow (Weds.) in Detroit. I urge those that haven’t voted to do so as soon as possible today to ensure votes are counted. To help make readers better informed and to generate discussion, I prepared two write-ups surrounding GE’s annual meeting: (1) a review of each item for vote on its proxy, and (2) a look at why GE is undervalued. [Hyperlinks visible in full article view.] It’s unmistakable to me the market has been efficient in valuing GE shares when considering GE’s deficient corporate governance and management. Please continue reading even if you have read the above two linked articles.
I have heard from fellow value investor Jacob Wolinsky (of ValueWalk) that Paul Sonkin, manager of the Hummingbird Value hedge fund, believes proxy statements are the most underrated of statements; Wolinsky perhaps inspired by that says rather than refer to the 3 key financial statements it really should be “4.” I couldn’t agree more. As I have been doing since 2010, I prepared an in-depth review of GE’s 2012 proxy statement. It really is imperative that investors read their companies’ proxies and not only vote more often but of course vote better informed.
Furthermore, with more governance and shareowner-rights minded investors gathering at sites like the United States Proxy Exchange, MoxyVote, Proxy Democracy, as well as TheShareholderActivist, we may gain enough critical mass to do more reviews like mine of GE, and light a fire under the large institutional holders that too often vote with management. Please see my review of GE, which appears exclusively on Seeking Alpha (dot-com). The comments there show that investors do care and are voting. The future is bright with Seeking Alpha recently hitting 1 million registered readers and Moxy Vote hitting the 100,000 mark.
I submitted the letter that follows below to the SEC on February 6th, largely in response to the January 19th letter 23 co-signers amongst business lobby groups sent to the SEC in regards to the Dodd-Frank provision about disclosure of median worker compensation and the ratio of median worker to CEO compensation. The SEC has understandably been very busy on numerous fronts and thus my letter has yet to appear among the comment letters submitted to the SEC (none have appeared since the Jan. 19th letter). Rather than wait for its eventual publication, I wanted to share my thoughts with readers without further delay.
Serendipitously on Martin Luther King, Jr. Day, I was able to relay great news for shareowners of General Electric (GE) and all publicly-traded companies. The SEC ruled the prior week that GE cannot omit my critical proposal (hyperlink appears in full article view; see page 2 of PDF) requesting its board reexamine dividend policy. GE has since resubmitted dubious arguments to the SEC seeking a reversal of opinion so that it can kill my proposal and ensure the truth of my findings and the merit of my resolution do not appear before us shareowners.
Beware the stock buyback story. While Berkshire Hathaway (BRK.A) (BRK.B) investors and the media were mostly pleasantly surprised by the company’s (i.e. Buffett’s) announcement yesterday saying it may buy back its stock under certain conditions, the situation is quite different at General Electric (GE). The most recent buybacks at GE have cost approximately $30/share, which is almost double the stock’s market price. And buybacks leading up to the 2008 crash were extremely destructive to value. Find out more in my exclusive article about GE’s buybacks on Seeking Alpha (dot-com).
We have a problem in the United States, a destructive problem of gross inequality that is unlike any other developed economy and perhaps as bad or worse than so-called third-world economies. Chief executive officers at large companies earn a multiple of 300-times or more than what the average worker earns — meantime unemployment remains high, and companies continue to guard margins by, among other things, reducing or limiting their overhead. We cannot blame companies for being cost conscious, but there is a fundamental fallacy when at the same time executive pay shows no sign of slowing. As a coauthor of the United States Proxy Exchange’s just-released “Draft Guidelines for Say-on-Pay Voting,” (PDF document) I kindly ask that readers review our report and provide comment. In fact, we have prepared our report as a request for comment in the hope that the feedback received will allow us to provide final guidelines. The USPX is a grassroots organization whose mission is to facilitate shareowner rights. Say-on-pay, as imperfect as it is, represents an opportunity to send a message to executives and board directors.
The vote results from General Electric’s (GE) annual meeting held on April 27th were filed with the SEC on Tuesday. A “5th grader” reviewing the results could easily see that General Electric prevailed overwhelmingly: in reelecting its directors, approving executive pay, and voting down shareowner proposals. I question whether GE’s board and its executives could honestly tell said 5th grader that the vote results reflect a fair representation of the company’s stakeholders, which for instance include employees, retirees, investors, corporate partners, customers, and the residents in communities in which it operates. Could these very directors teach what they claim?