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In response to what will end up as one of the most tumultuous annual meeting seasons ever, the Investor Responsibility Research Center (IRRC), Wash., D.C, a leading source for investors and corporations of impartial information on corporate governance and social responsibility issues, has announced that it will provide a Web-based "Scorecard" on three key proxy issues this season: global warming, CEO compensation ("golden parachutes") and classified boards.

The three-issue "Scorecard" is available to investors and journalists on the Web at Visitors will find separate, issue-by-issue presentations of summary information, 2003 proxy votes (by company and date), and comparative figures from 2002. The percentage of the shares voted for the resolutions will be updated in real time as the information becomes available.

IRRC Director of Corporate Governance Service Carol Bowie said, "Our goal is to make it as easy as possible for investors, journalists, and others to see how these closely watched issues unfold over the course of the 2003 proxy season. We expect the IRRC Scorecard to become an annual resource for visitors to our website who need up to date information on the season's hot topics."

IRRC Director of Social Issues Services Meg Voorhees said, "We have deliberately selected a cross-section of the critical issues facing corporations today. When the 2003 proxy season is over, it is very likely that the outcome of dozens of votes on CEO compensation and global warming will have a major impact on how investors and business look at these issues."

The new "Scorecard" data at will be derived from the comprehensive and in depth research that the Investor Responsibility Research Center brings to the market each day for its clients. IRRC's professional staff is widely consulted by the media and financial experts for tracking and compiling information about both pending proxy resolutions and the trends that arise from data collected and analyzed.

According to IRRC data, a total of 26 global warming resolutions have been filed for consideration during the 2003 proxy season, up from 21 in 2002. Voting on such resolutions has just started, with 26.9 percent of the shares voted at American Electric Power (AEP)'s April 23rd annual meeting supporting a resolution requires reporting on the risks of its greenhouse gas and other emissions, as well as the benefits of reducing them. The AEP vote was a record for the utilities industry.

IRRC reports that 322 resolutions related to CEO compensation have been submitted so far this proxy season, up an astounding 200 percent from 106 for all of 2002. In one early vote, 65 percent of shareholders at Alcoa supported a resolution on April 11, 2003 to urge the board to allow shareholders to vote on any future "golden parachute" severance arrangements that provide for benefits exceeding 2.99 times an executive's salary plus bonus.

Another topic expected to draw attention concerns classified boards, which many investors believe reduce directors' accountability to shareholders. IRRC has identified a total of 56 resolutions related to classified boards, a boost from the 51 such resolutions in 2002. On April 23, 2003, 85 percent of shareholders at Baker Hughes supported a resolution asking the company to repeal its classified board structure and elect all directors annually.

To see IRRC's overview of the 2003 shareholder season, go to on the Web.


For more than 30 years, the Investor Responsibility Research Center has been the leading source of high quality, impartial information on corporate governance and social responsibility issues affecting investors and corporations worldwide. Today, IRRC provides research, software products and consulting services to more than 500 clients including institutional investors, corporations, law firms and other organizations.

For more information, cal 703/276-3254, or visit
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Publication:Computer Security Update
Geographic Code:1USA
Date:Jul 1, 2003

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