A Last-Minute-Checklist To Assure Your Meeting Security

Your editor-in-chief was pleased to be part of an all-star panel put together by CCR in late March on Conduct of the Annual Meeting, where he offered his Top-Tips to Assure Security at the Annual Meeting, freshly revised in light of the devilishly well-planned and truly frightening sneak attack at the Walgreens meeting, reported in our last issue. A transcript of the CCR webinar is available at their website, but our message here – late as it may seem is this…

IT’S NEVER TOO LATE TO ASSESS YOUR MEETING SECURITY ARRANGEMENTS – RIGHT UP TO THE VERY MINUTE BEFORE YOUR MEETING BEGINS - WHERE, IN FACT, YOU ARE PROBABLY MOST VULNERABLE TO BEING TAKEN BY SURPRISE…

HERE ARE OUR TOP TIPS:

NEVER MAKE THE FATAL MISTAKE OF ASSUMING THAT THIS YEAR’S MEETING WILL BE JUST LIKE LAST YEAR’S: Keep reassessing the Meeting environment, paying careful attention to potentially inflammatory issues in your industry and on the meeting scene as a whole – and making needed enhancements in your run-of-show and script – and beefing-up security measures if warranted – right down to the wire.

REMEMBER THAT “SECURITY IS FOR EVERYONE”: While yes, most of your gameplan is properly focused on the folks on the dais – and on the Directors and Senior Officers in attendance – be sure you have a carefully written “emergency script” – and sufficient staff on hand – to clear the room quickly - and safely - if any unusual situation should arise.

RELIGIOUSLY OBSERVE THE “FIRST COMMANDMENT” OF ANNUAL MEETING SECURITY: “THE CHAIR MUST ALWAYS BE IN CHARGE.” All questions must be directed to the Chair; Wait to be recognized, then identify yourself and confirm your status as a shareholder before being permitted to address the audience; Be sure to follow the official Rules of Conduct or face prompt removal from the room.  If, somehow, “the crowd” – or a threatening band of disrupters takes control - bad things will always ensue.

YOUR OFFICIAL RULES OF CONDUCT ARE THE BEST MEETING-SECURITY PROVISIONS OF ALL: Tweak them right down to the wire, we say, and be sure they have provisions like “no demonstrations, no signs, no shouting-out, no rude or derogatory comments about people” – and this year, we are advising, NO GUNS. Hand the RULES directly to each attendee once they clear your registration process, we advise – and ask each person to read them carefully before the meeting begins.

ESTABLISH FOUR DISTINCT BUT ADJOINING “SECURITY ZONES”: A Registration Area, where shareholder credentials can be checked before they can enter a separate Assembly Area - and where the doors to the Meeting Room itself will not be opened until, say, five minutes before the Meeting comes to order – and establish a safe and secure area, close to the meeting room, where Directors and Senior Managers can gather before the Meeting begins, and where they will be able to exit quickly and safely, “according to plan” if trouble should arise.

A NEW SUGGESTION THIS YEAR, IN LIGHT OF THE BAND OF HOODLUMS THAT HID OVERNIGHT IN A CLOSET AT THE WALGREENS VENUE - BUT ALSO IN LIGHT OF TODAY’S “OPEN CARRY RULES”: CONSIDER USING SNIFFER-DOGS AT THE CHECK-IN STATION, AND ALSO TO THOROUGHLY SNIFF THE FOUR SECURITY ZONES BEFORE ADMITTING ANYONE.

LAST BUT FAR FROM LEAST, BE SURE THAT AT LEAST ONE OF YOUR DESIGNATED PROXIES HAS SIGNED A BALLOT TO OFFICIALLY CAST THE VOTES THAT RUN TO THEM, AUTHORIZING THE INSPECTOR(S) OF ELECTION TO “RECORD THEM IN ACCORDANCE WITH THE INSTRUCTIONS ON FILE.” THIS ALLOWS YOU TO LEGALLY CONCLUDE (and not, please note, to “adjourn”) THE MEETING THEN AND THERE.