Individual Investors Filing Shareholder Resolutions Have Had A Significant and Impactful Role in Encouraging Good Corporate Governance

Timothy Smith is the Senior Policy Advisor at the Interfaith Center on Corporate Responsibility (ICCR). This post is based on his ICCR memorandum.

There has been considerable attention to the shareholder resolution process in the last months. Institutional investors, religious investors, pension funds, have all been speaking out about protecting the right of shareholders to engage companies by filing resolutions. Yet the role and the impact of the small individual investor has been underplayed. In fact, two individual investors have had a significant impact on the policies and practices of governance in corporate America. They are John Chevedden and James McRitchie. They have filed thousands of resolutions with companies engaging them to improve their governance practices. And many institutional investors vote for these reforms, whether they are sponsored by an individual shareholder or by a widely known institutional investor. Some proposed governance reforms have become established practices embraced by many businesses, while others are still controversial items open for debate. We do not argue that every proposed reform presented to a company is necessary and wise governance for that company. But they do deserve thoughtful scrutiny and consideration.

Some companies are definitely not fans of individual proponents who bring issues to their proxies year after year and react dismissively while others respectfully acknowledge the role they play and engage with them. James McRitchie and John Chevedden report that many companies respond positively and at least make partial governance changes in response to the issues they raised through the resolution process. However other companies aggressively oppose these proponents challenging their resolutions at the SEC, seeking to omit them from their proxies. In fact, Paul Atkins, the chair of the SEC, in a recent speech to a company trade association, openly disparaged an individual investor who he noted had filed over 200 resolutions, as if this was somehow questionable and offensive action.

Yet even skeptics grant that Chevedden has become one of the most influential U.S. shareholder activists. In 2013, James Copeland of the Manhattan Institute, a free-market think tank, said that Chevedden is “leading the intellectual curve, getting proposals out there before they start to get traction.”

See also this article on Jim McRitchie: https://www.iccr.org/the-power-of-individual-investors-to-catalyze-change/ and this article by Jim McRitchie commenting on Mr. Chevedden: https://www.corpgov.net/2025/08/john-chevedden-economy-class-investor-advocate/ See as well as another commentary by McRitchie emphasizing the value of individual shareholders: https://www.corpgov.net/2026/05/three-individual-shareholder-advocates/. These articles all highlight the issues they address as well as the constructive impact on the thinking and policies of many companies.

And it is remarkable the significant votes that these proposals often receive. For example, in 2026 Mr. Chevedden filed over 200 shareholder resolutions. A number were challenged and lost at the SEC or were the withdrawn after discussions with management. But 125 companies received votes of over 25% with a few over 50%. (see charts below). 25% is a significant vote and sends a strong message to management and boards. It indicates that many investors support the given reform, and it should be addressed by the Board.

The SEC has discussed and some company trade associations have argued, that any shareholder filing a resolution should have a significant number of shares to do so. The state of Texas even passed legislation which allows companies to require investors to have $1,000,000 worth of shares before they file a resolution. This of course would be a significant attack on small retail investors who use the shareholder resolution process. As one investor commented, to dismiss the role of individual investors is to argue that only large institutional holders of stock have worthy ideas for companies to consider. In fact, over the decades these small individual shareholders have raised issues that became positive norms in governance.

The voting results highlighted in the charts, with data helpfully provided by Mr. Chevedden and cross-checked with ICCR’s database, indicate that 125 resolutions were supported by a wide range of shareowners with votes over 25% and ranging to 97%.

This demonstrates the important role small investors play using the shareholder resolution route. This role should be protected, not eradicated. Timothy Smith, Senior Policy Advisor, ICCR, with research assistance by Sehr Khaliq, ICCR’s Director of Evaluation.

The full commentary, including the data charts, is available here. Research assistance was provided by Sehr Khaliq, ICCR’s Director of Evaluation.