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Submits a Shareholder Resolution to Clorox Co Seeking an Independent
Bank Investment Management (NBIM) has submitted a shareholder proposal to the US
company Clorox Co requiring that the company have an independent
holds assets in excess of US$400 billion globally, of which US$66 billion is
invested in US equities.
general meeting of Clorox Co will be on 18 November, 2009. At that
meeting, shareholders will vote on the proposal submitted by NBIM to amend the
company’s bylaws to require that the chairman of the board of directors be
independent from the company.
a long term shareholder and makes active use of its ownership rights in order to
help safeguard financial wealth for future generations by promoting good
corporate governance and encouraging high ethical, social and environmental
standards at companies it is invested in,” said Anne Kvam, NBIM’s Global Head of
corporate governance is a prerequisite for long term value
creation. In that context, the composition of the Board should be
such that it represents all stockholders to whom it is
accountable. The roles of Chairman of the Board and CEO are
fundamentally different and should not be held by the same
person. There should be a clear division of the responsibilities
between these positions to ensure a balance of power and authority on the board.
“This is a fundamental principle of good corporate governance that we seek
globally for our portfolio companies,” said Kvam.
should be led by an independent Chairman and be in a position to make
independent evaluations and decisions, hire management, set a remuneration
policy that encourages good performance, provide strategic direction and have
the support to take long-term views in the development of business
strategies. An independent Chairman is better able to oversee and
give guidance to Corporation executives and help prevent conflict or the
perception of conflict. This will in turn effectively strengthen the system of
checks-and-balances within the corporate structure and protect stockholder
current challenging markets, we believe that an independent Chairman is
essential. An independent chairman will be an asset to the company
when the board must make the necessary strategic decisions and prioritizations
ahead to sustain a strong share price and to create shareholder value over
time,” said Kvam.