I will be out of the office traveling from Wednesday, January 29th through Friday, January 31st.  I will be periodically checking email and responding as necessary.

Thanks,
Dale

>>> "Shammai, D (David)" <david.shammai@apg-am.nl> 01/31/14 00:03 >>>

Amy,

The short answer is that yes, we use directors' reelection vote as a tool to express our concerns with regards to their performance in key designated areas of responsibilities (remuneration, nomination etc.).

At the moment I have no inkling whether this is something that in the US we are going to do more or less this year.

In the past in the US we have applied a threshold of one year of poor say-on-pay results before we considered a negative vote although we are always open to discuss with the company how they are working on improvements and make a decision based on our judgment of the situation.

Regards,

David

From: Amy Borrus [mailto:amy@cii.org]
Sent: donderdag 30 januari 2014 21:35
To: CII's Email Discussion Group
Cc: Amy Borrus
Subject: [ciidiscussion] Voting against compensation committee directors

CII staff seeks a better understanding of what drives members' votes and what trends to anticipate for the 2014 proxy season. With that in mind:  Do you expect in 2014 to withhold/vote against more compensation committee directors at companies that had poor say-on-pay results in one or more years in the past?  And if so, why?

Thanks very much!

Amy

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