Apr 15, 2020 | 2020, 2020 Q1, Annual Meetings, Issues
f your company achieved a quorum last year – and was able to pass all or most of the items on the agenda, as most companies were – the OPTIMIZER feel certain that you will be able to do the same this season – with the right game plan, and with the right service providers, of course.
Apr 9, 2020 | 2020, 2020 Q1, Annual Meetings, Issues, Virtual Meetings
Let’s put it bluntly: Your company - and you - simply can not afford to let anyone who might potentially be carrying the coronavirus “crash” into your meeting-space this season. So step one has to be to immediately - and drastically - limit the number of “physical...
Mar 15, 2020 | 2019, 2020, Annual Meetings, Issues
With the coronavirus outbreak now recognized as a global pandemic - and with Annual Meeting Season well upon us - all of us involved with Annual Meeting planning need to take note of the top advice from health experts around the world: To avoid large and potentially...
Feb 27, 2020 | 2019, 2019 Supplement, 2020, Board Services & Tools, Issues
By Kristina Veaco Founder, Veaco Group Directors have become bored responding to lengthy questionnaires that cover the same ground year after year. Today’s investors want to know more about board evaluations than ever before. They want to see that the board has taken...
Feb 27, 2020 | 2019, 2019 Supplement, 2020, Investor Relations, Issues
By John Dunn Head of Corporate Issuer Sales at Broadridge There is an opportunity for issuers to guide retail shareholders and become that trusted source. In recent years, the number of directors failing to receive majority support rose by 38%. Institutional owners...
Feb 27, 2020 | 2019 Supplement, 2020, Employee Stock Ownership, Investor Relations, Issues
An interview with Ellen Philip of Ellen Philip Associates Carl: For many a year your principal concentration has been on shareholder voting as it applies to employee plans. And, as everyone knows, employee-shareholders have not been untouched by the general apathy...
Feb 19, 2020 | 2019, 2019 Q4, 2020, Issues, Legal Services, Proxy
Activist Insight Monthly, which regularly tracks info on contested situations, named Okapi Partners as the “Top Proxy Solicitor of 2019” - for the fourth consecutive year - based, we hasten to note, on the number of “deals” handled. The survey also named the leading...
Feb 19, 2020 | 2019, 2019 Supplement, 2020, Board Services & Tools, Issues
Start conducting board performance reviews that elicit helpful advice on how the board might work better. The Governance Solutions Group is a board advisory practice with a focus on engaging directors in the annual board assessment process and guiding strategic...
Feb 19, 2020 | 2019, 2019 Q4, 2020, Issues, Transfer Agents
As you will see from the chart below, we estimate that the transfer agency market - measured by shareholder records maintained - dropped by roughly 5% between our last estimates in 2017 vs. year-end 2019… producing some very interesting shifts in market share at...
Feb 14, 2020 | 2019 Supplement, Issues, Shareholder Services
By Merrill B. Stone & Stephanie W. Estey We all can be a little forgetful. For example, most of us who wear glasses seem to misplace them with an annoying degree of regularity. We tear up the house, going from room to room only to find them, quite literally, right...
Feb 13, 2020 | 2019, 2019 Q4, Corporate Governance, Issues
You would not be doing all of your 2020 homework without thinking about incorporating some kind of statement about your “Corporate Purpose” into your Annual Report, following all the publicity the Business Roundtable got with its statement on the importance of having...
Feb 13, 2020 | 2019, 2019 Q4, Annual Meetings, Issues, Virtual Meetings
Virtual Shareholder Meetings (VSMs) continue to gain traction - perhaps a tiny bit slower than in previous years - but this year, a seminal event we say; the successful adoption by Microsoft of a Virtual-Only Shareholder Meeting. We were skeptical about their ability...
Feb 13, 2020 | 2019, 2019 Q4, Issues, Proxy
Every year around this time we remind readers that they should get an extra-early “jump” on planning for their Annual Meeting. And we offer our top-three tips on avoiding unexpected - and unwanted - and career-threatening meeting outcomes. Here they are: Never be...
Feb 13, 2020 | 2019, 2019 Supplement, 2020, Issues
A pressing need to “wake up, smell the coffee, do your math and count the house carefully” re: 2020 proxy issues. A new need to re-visit and re-articulate “the purpose of the corporation” in response to the recent Business Roundtable and Council of Institutional...
Oct 28, 2019 | 2019, 2019 Q3, Annual Meetings, Issues
Assess where your company is likely to stand at year end vs. peers: If you are not in the top-tenth-percentile performance wise, you are especially vulnerable to (a) getting shareholder proposals and (b) to getting large numbers in favor of them and (c) to getting...
Oct 14, 2019 | 2019, 2019 Q3, Annual Meetings, Issues
Most of our readers are being inundated by proxy season reviews, we know – and maybe some are sick of them by now. But given our long-term success at spotting trends you need to watch – plus the unique vantage point that comes from our Inspector of Elections business, where we and our Associates attend nearly 500 shareholder and membership association meetings each year – including a few proxy fights to boot – we feel obliged to weigh-in as usual, with our “view from the snake-pit” in 2019 and the year ahead.
Sep 23, 2019 | 2019, 2019 Q2, Issues, People
We were startled to read the impassioned and rather impetuous - and basically fact-free remarks - on the ESG scene by SEC Commissioner Hester Pierce, speaking before the American Enterprise Institute - analogizing the trend toward branding company ESG standards as...
Sep 23, 2019 | 2019, 2019 Q2, Issues, Proxy
EQ hires Margaret (Peggy) O’Keefe as Managing Director, Corporate Governance, to beef up its new proxy business: “Peggy brings more than 20 years of experience to EQ. Her experience in corporate governance and executive compensation consulting and research will...
Sep 23, 2019 | 2019, 2019 Q2, Issues, Transfer Agents
Huge news at Computershare - the acquisition in April of the Microsoft transfer agency business. As we write, Microsoft is the largest company in the world by market-cap - a major leader in the high-tech world, of course, which has, so far, and permanently we’d hope,...
Sep 23, 2019 | 2019, 2019 Q2, Annual Meetings, Issues, Shareholder Services
We were delighted to get this link to the Coca Cola Quarterly Report to Shareholders from Karen Danielson, Coke’s incomparable Shareholder Services Manager, following the SSA discussion on “Better Communications With Shareholders.” ...
Sep 23, 2019 | 2019, 2019 Q2, Annual Meetings, Document Design & Delivery, Issues
Your editor-in-chief was pleased to be part of a panel at the SSA’s annual conference in July on “Communicating Effectively with Shareholders” where he focused on writing and design tips, based on his many years as a writer, designer, sender and recipient of...
Sep 23, 2019 | 2019, 2019 Q2, Issues
Research by Lucian A. Bebchuk, Harvard Law School, and Scott Hirst, Boston University School of Law, and reported in the Stinson Corporate & Securities Law Blog, indicates that “three key index fund advisors could cast 34% of votes in the next decade at S&P...
Sep 23, 2019 | 2019, 2019 Q2, Annual Meetings, Issues
It’s easy to understand why issuers get upset about “gadflies” - and would like to see the ownership thresholds increased for submissions of shareholder proposals - and to see the actual vote-getting totals thresholds increased substantially for re-submissions. As the...
Sep 23, 2019 | 2019, 2019 Q2, Annual Meetings, Issues
LET’S PUT THE WORST BEHIND US FIRST: The return of those perfectly awful “floor votes” - led this season by the equally awful “Burn More Coal” lobby at meetings of at least four electric utility companies. We’ve warned annually about the foolishness of allowing...
Aug 30, 2019 | 2019, 2019 Q2, Annual Meetings, Issues
A month or so ago, Liz Dunshee, one of the three wonderful bloggers on the incomparable thecorporatecounsel.net blog, e-mailed the following question to us, that she’d received from a subscriber: “Has anyone implemented plans to eliminate (or reduce) your stock...
