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Helping public companies and their suppliers deliver better and more cost-effective programs since 1994

Reaching Out To Investors... When Time Is Of The Essence? And There's No Quick Solution On Your Shelf

The Optimizer Editor's Annual Interview With Ellen Philip And Cal Donly Of Ellen Philip Associates

Carl: Where might Ellen Philip Associates fit into the picture when a company reaches out to its investors? We've touched on this topic on a number of occasions over the years, and I know your company has a reputation for handling what?s known as "special situations." Still, I must admit I find it difficult to give someone a general summary of what you do ? you do so many different things.

Ellen: I know what you mean. In the 31 years we've been in shareholder services one of our biggest challenges has been to develop an "elevator speech" - a description that would sum us up in a meaningful way, to someone who?d never heard of us, in no more than about 30 seconds. I don't believe we've ever been able to do what I'd consider an adequate job of that.

Carl: Why do you think that is?

Ellen: It's because, as you say, we do so many different things. Sometimes we wish the reality were such that we could simply say, "Oh, we're proxy solicitors" or a T-A, or a financial printer or whatever ? a label that would give someone a quick idea of where we fit in. As it is, we fill a niche that defies a quick label. No player in the shareholder services community comes closer to justifying the label "general utility". But say that to someone in an elevator, or anywhere else for that matter, and all you?d get is a blank stare.

We usually wind up defining ourselves in terms of one or two of the readily recognizable services we offer, such as independent tabulation or electronic proxy voting. This isn?t fully descriptive, but at least it's quickly understandable.

Carl: So, if I'm in charge of shareholder relations, and I have my TA and my proxy solicitor and my internal IT department and relationships with a number of out-of-house service providers, when do I know that it's time to contact Ellen Philip Associates?

Ellen: I'd have to say it's when, suddenly one day, you find yourself in a situation you haven't planned for some corporate action or unusual event such as a proxy contest, for example. It's when you find yourself with an unusual processing challenge or no ready answer for how to get some project or element of a project accomplished. In all probability it would not be something you could figure out in advance, in the abstract. I think it would help fill in the picture if I described what we actually did in a few recent situations.

In one of them we were independent tabulator for an employee plan during a corporate action that involved, at the same time, a merger vote and a cash/stock election - both with separate cutoff dates. First, we were able to avoid the danger of a matched mailing and the expense and confusion of two mailings, by designing two side by side forms that could be printed in a single pass. Each form was fully personalized with name, address and control number ? the same control number for both purposes, incidentally. Participants were able to separate the forms along a perforation and act on them individually, and they had the option of submitting their instructions by mail, telephone, Internet or fax.

Another situation, also involving plan participants, posed some complex tabulation issues, including a proration. It started as a hostile tender offer - mail responses only. The target company then added a Dutch auction to the mix - mail, telephone and Internet responses. Eventually, at the direction of the plan trustee, participants were given three options on a single form and could respond by mail, telephone or Internet: Tender all or some in the original hostile tender; all or some in the Dutch auction; or some in each of the two.

Yet another situation sticks in my mind, a vote on an important issue, which eventually passed, but came right down to the wire. For the proxy solicitor, who was brought into the picture only five days before the deadline, we began by providing un-voted reports three times a day, then four times a day, then every hour in 24 - including a weekend. It was a cliff-hanger that enhanced the value of real-time, online tabulation reports.

Carl: What do you think it is that makes your company so effective in certain circumstances? What’s your secret?

Cal: We don’t really have a secret – some arcane, proprietary knowledge. There’s nothing we do on a routine basis that others couldn’t also do – in theory – if it made economic sense for them to invest in the effort – and if they could do it in time. It is a fact, though, that we deal fairly frequently with situations that many managers have to face only once in a professional lifetime – maybe twice if they’re unlucky. The experience we’ve gained makes us quick off the mark, and timing is vital in practically everything we do.

As we see it, our key strength – in getting tasks accomplished – lies in flexibility – flexibility not only in programming and processing systems but in the administrative procedures we’ve set up around these systems. We’re a niche player – we make no bones about it. We don’t have to try to fit everyone into the same template.

As a niche player we don’t run the type of highly regimented systems our clients use to generate their bread and butter. But we understand what those systems do and how they are organized: That’s why we can so readily fill gaps and provide an interface between them. We can modify what we do without impacting the entire universe. We certainly can’t do all the things that they do, and they, at times, can do what we do – but only with great difficulty, and at an increased cost, and often with the risk that the effort would distract them from their normal day-to-day operations.

Carl: Over the years I’ve often told people that one of your specialties is in dealing with messy files. Are you often involved in that sort of thing?

Ellen: Very much so. In fact I’d go so far as to say that file handling and data reconciliation is a thread that runs though practically everything we do. Without sound data you’re absolutely nowhere, especially in a tabulation. Sometimes what we’re called on to do amounts to a minor tweak only. At other times, though, we really are involved in bringing order out of chaos – even to the extent of writing programs to track down and identify discrepancies, in order to eliminate them one by one.

Carl: What do you think makes for what most people would consider good service?

Ellen: There are many factors, of course. You certainly need to know what you’re doing, and do it well. But there’s something deeper, it seems to me – something more intrinsic. It comes down to attitude. To provide good service you first have to bite a very big bullet. You have to say to yourself, and mean it: “My client’s convenience takes precedence over mine. My responsibility is to be as accommodating as I possibly can. I have to make myself as accessible and responsive as I can.”

This isn’t rocket science – everyone hears about the idea in Business 101. As you look around you, though, and see the number of organizations that seem to be hiding away from their clients, behind e-mail, voice mail and dead-end IVR systems, you begin to doubt whether the lesson had any real meaning.

It all comes down to the hard fact that accommodating a client very often adds up to inconvenience. But it’s an inconvenience you have to accept if you’re in any way serious about the idea of good service