A Better Way To Conduct a Proxy Fight: Save Time and Money… and Get The Results Right the First Time

An open letter to issuers, proxy solicitors and advisors and their legal counsel:

Dear friends and colleagues;

We are pleased and excited to announce that CT Hagberg LLC is now prepared to offer an outstanding roster of Independent Inspectors of Election who stand ready, willing and highly able to serve in proxy fights involving large and mega-cap companies - along a new way of Inspecting in contested elections.

As you will note from out logo, we have been providing Independent Inspectors of Elections since 1992. And actually, my business partner Ray Riley, and I - and several of our IOEs - have been regularly serving in contested meetings since the 1970s. While we regularly handled six to a dozen high-profile contests a year, we were not keen about finding temporary work space, and mobilizing a large force of sufficiently skilled clerical workers to handle large and mega-cap fights.

Today, however, the actual work that needs to be done by Inspectors of Elections is radically different in a great many ways…and the stakes are high:

• The once overwhelming numbers of paper proxies that need to be examined in a proxy fight are now only a tiny fraction of what we were seeing five or more years ago.
• Very important to note, at most shareholder meetings, contested or not, well over 95% of the total votes cast have been cast “electronically “ - by the pre-authenticated voters themselves.
• A huge change; at more and more meetings every year - contested or not - the “margins of victory” have been getting smaller and smaller. Accordingly, a much higher and more sophisticated level of due diligence on the part of the Inspector of Elections is required - along with a much greater understanding of the many systems and procedures that are employed by the various kinds of voters - and their many agents and intermediaries.
• Currently, other teams of Inspectors typically re-post the entire tabulation from scratch. This adds an extraordinary amount of time and expense to the process, and runs the risk that errors of the Inspectors’ own making may distort or even misreport the legally final results. (think Proctor & Gamble – the most expensive and prolonged proxy fight adjudication of all time)

Over the past few years, we have developed a much better automated - and far more auditable method of managing and conducting the Proxy Inspection process. Our systems and procedures greatly reduce both the huge amounts of labor and expenses that were formerly the norm and the long timeframes between closing the polls and issuing a Final Report on the Voting.   

We will be reaching out individually to all of the thought-leaders in the industry. But in the meanwhile, we hope that all of you who read this will reach out to us for a written proposal if a proxy fight looms. We are certain that you will be impressed with the service, with our people, and especially with the potential savings in time and money.

With all our best regards, and best wishes for the New Year!

Carl Hagberg: cthagberg@cthagbergllc.com
Peder Hagberg: phagberg@cthagberllc.com