2024 Guardrails: AGM Season

Our guardrails are in full swing, and investors are increasingly seeing them as tools to protect their portfolios. Investor-mediated guardrails define company operational parameters that safeguard diversified portfolio value, discouraging corporate behavior that damages systems critical to the economy.

We are supporting investors in running two guardrails this year: one on antimicrobial resistance (AMR) and one on poverty wages and income inequality, the latter in partnership with our colleagues at ShareAction. We predicate our work on strong empirical evidence, and have published case studies that demonstrate the fiduciary imperative behind the guardrails.

This year, these guardrails involve shareholder proposals at peer groups of companies, as shown in the table below.




* Annual meeting date estimated based on last year


Our exempt solicitations (proxy memos)—hyperlinked in the table above—lay out the case for asset owners and managers to vote in favor of these proposals so as to serve their beneficiaries’ and clients’ best interests. While the companies have tried to refute the need for change, their arguments don’t withstand scrutiny. A few highlights:

  • In Yum’s Opposition Statement, the Company argues its Board and management should retain discretion in determining how “to best address the issue” of “responsible and judicious use of antibiotics,” but they lack the necessary expertise to make such determinations in keeping with their diversified shareholders’ interests. The Board and management are expert in protecting Company interests, but these can and do diverge from those of Yum’s diversified shareholders, who rely on a thriving economy. If the Company’s antibiotics overuse externalizes public health costs onto the rest of the economy,  shareholders will pay a steep price, even if such decisions maximize Yum’s enterprise value… Given this conflict of interest and lack of expertise in systemic risk on the part of the Board and management, it is in Yum’s shareholders’ best interest that the Company follow guidelines established by external experts whose remit encompasses systemic considerations.
  • McDonald’s says the Proposal is “duplicative” of what is already in place. This is false. The Company’s existing policies fall well short of the external expert recommendations embodied within the Proposal, even those it claims to satisfy. Further, the Company has a history of failure to deliver on its commitments.
  • At Walmart, the average hourly wage is not enough to sustain a single adult with no children, even in low-cost areas of the United States. This failure to provide a living wage to people who work for a living threatens the entire economy, and thus the investment portfolios of the average diversified investor.
  • RBI says reducing antimicrobial use in cows and pigs presents “challenges.” This is misleading on one hand and irrelevant on the other. The Proposal is not time-bound and leaves substantial latitude to management where implementation is concerned. Most challenges can be met with adequate resources, and RBI is simply declining to mount a response proportionate to the risk its shareholders face. The vast majority of investors are everyday savers such as Texas teachers, Detroit fire fighters, and other working people who count on their savings and pensions for a dignified retirement. For them, the single greatest determinant of portfolio value is broad economic health, and AMR is poised to cost the economy $100 trillion by 2050.
  • Target says it pays competitive wages, but such a statement relies on an irrelevant reference point: while its pay and benefits may allow Target to optimize recruiting and retention to meet its internal financial goals, it makes no acknowledgement of the fact that this Proposal addresses the portfolio costs its shareholders absorb from Company wages that fall short of a living wage.


Please vote FOR these proposals to protect your portfolios, and get in touch with us to learn more about guardrails.