Amgen Shareholder Proposal on Vote Counting

Amgen Shareholder Proposal on Vote Counting

Recently we were asked to join in co-filing a shareholder proposal that would a) benefit all stakeholders (including our clients) equitably and b) supports allowing shareholder's voices to be heard more effectively; we could not imagine passing up this opportunity to advocate on behalf of a common sense proposal.

We are supporting a shareholder resolution put forth by Newground Social Investment requesting Amgen's Board of Directors amends their governing documents to implement a simple majority voting formula for non-binding matters at their next annual meeting in 2016.


Amgen, Inc. currently employs a complex system in recognizing votes of shareholders; every abstention on shareholder-sponsored items is treated as an AGAINST vote, but abstentions aren't factored in when considering director elections. This current formula puts shareholders at a disadvantage, using different formulas boosts the appearance of support for management's director slate, while artificially depressing support for shareholder items.

The proposal put forth by Newground Social Investment would help to create a simple-majority formula including FOR or AGAINST votes, but not abstentions.

What does this mean to you as an investor?

A simple majority voting formula would enhance shareholder value and improve Amgen's governance; It should be noted that 48% of S&P 500/Russell 1000 companies employ a simple-majority standard, showing this is already a mainstream practice with U.S. corporations. The Security and Exchange Commission (SEC), Institutional Shareholder Services ("ISS" - the nation's leading proxy reporting service) and The Council of Institutional Investors are notable supporters of a simple majority standard.

Please click on the link to view our letter to David Scott, Amgen's General Counsel and Secretary in support of Newground Social Investment's shareholder proposal /amgen-resolutionpdf/. As more information about this shareholder proposal comes to the fore, we will forward on accordingly.

If you have an additional questions, please do not hesitate to contact us directly.


Andrew Friedman; President & Founder                                                                                                                                                                                                                                                 

AJF Financial Service, Inc.         


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*Securities offered through American Portfolios Financial Services. Member FINRA and SIPC.