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Intel will be first Silicon Valley company to give shareholders a ’say on pay’

intel-logoIntel will be the first Silicon Valley company among the vanguard of public companies in the United States that will ask shareholders this year to express their approval or disapproval of the way the company compensates its top executives.

The announcement came via a release from Walden Asset Management, one of a number of proponents for the issue known as ’say on pay’. It decided to withdraw its shareholder proposal to ask Intel’s shareholders to vote on the issue at its next annual meeting.

The issue is gaining momentum.  Last week, the Securities and Exchange Commission’s new chair, Mary Schapiro, endorsed advisory votes on compensation in her confirmation hearings. And President Obama proposed legislation requiring it during his time in the U.S. Senate.

But be careful what you wish for, shareholders. In case you thought you’d get to express your satisfaction, or disdain, for the particular amount of money paid to this or that executive, think again.

Intel will be asking shareholders to vote once upon the question: “Do you approve of the Compensation Committee’s compensation philosophy, policies and procedures as described in the Compensation Discussion and Analysis?,” according to an e-mail response to our query from Intel spokesman Chuck Mulloy.

That means there will be some homework involved, somewhat akin to the due diligence we Californians have to do reading through all of those ballot propositions every election cycle.

And few CD&As are as meticulously presented as Intel’s. Last year’s edition ran to 16 pages,  and 8,700 words, totaling about one-third of the whole proxy. A decade ago, the comparable disclosure was 2,900 words over five pages. Happy reading.

And should the Compensation Discussion and Analysis be approved once, shareholders would presumably not have to be canvassed again on their opinions, unless the CD&A were changed.

Give Intel credit for  seeking shareholder approval this year and compare that to Hewlett-Packard’s decision earlier this month to stave off a proxy vote this year by agreeing to let shareholders vote on whether or not to allow shareholders an advisory vote until 2010, pushing off an actual shareholder stamp of approval into 2011 at the soonest.

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