TIAA-CREF, the U.S. pension fund giant, is planning a major corporate governance push to secure the right of shareholders to approve stock option plans and encourage auditor independence.
It has submitted 19 shareholder resolutions to U.S. companies in 2002, including 13 advocating shareholder approval of all material equity compensation plans.
It also recently filed its first resolution on auditor independence issues, requesting the company to report to shareholders on:
– consideration of a policy for automatic rotation of the audit firm;
– the nature and frequency of board review of the relationship with the outside
auditor;
– the number of former audit-firm employees working for the company and any prohibitions or restrictions on the hiring of employees from the audit firm;
– the type of non-audit services provided by the audit firm to the company, and the extent to which the company has implemented restrictions on such services.
TIAA-CREF says it has initiated discussions with 13 companies on auditor independence issues and is prepared to file resolutions if the discussions are not productive.