May 30, 2019 | 2019, 2019 Q1, Annual Meetings, Issues
Let’s start with the potential shocker: Just as we were locking up this issue came news from Vanguard, which is rolling out a new policy to vote in most cases against directors who hold two or more board seats in addition to their own company’s seat…starting now. We haven’t seen firm numbers yet on just how many director candidates will be affected – but we guess there will be a lot.
Apr 9, 2019 | 2018, 2018 Q4, Activist Investors, Annual Meetings, Issues
The number-one new issue for issuers to focus on as they prepare for their 2019 proxy disclosures, and their all-important “early engagement” activities is - and we say this with very mixed emotions - your company’s management of “Human Capital.” On the one hand, the...
Sep 1, 2018 | 2018, 2018 Q2, Annual Meetings, Investor Relations, Issues
Given the slow but steady falloff in individual investor voting that we have been witnessing since the 1970s, it’s hard for us to overstate what a huge and important development this is. We were mightily impressed with last year’s addition of 50,000 new retail voters,...
Aug 29, 2018 | 2018, 2018 Q2, Annual Meetings, Issues
Ten years or so ago, when most public companies used the calendar-year as their fiscal year, virtually 100% of shareholder meetings were over by April 31st.
Aug 29, 2018 | 2018, 2018 Q2, Annual Meetings, Issues, Virtual Meetings
It’s been a while since we last reviewed EZOnlineDocuments web and mobile-optimized proxy statements…but we were absolutely bowled-over by the quick demo we saw at the Society conference this year…
Aug 29, 2018 | 2018, 2018 Q2, Annual Meetings, Issues
Our 2017 prediction that 2018 would indeed turn out to be “the year of the women” – at long last – was happily proven true, at least in the USA…
Aug 18, 2018 | Annual Meetings, Proxy, Uncategorized
A plain-English primer on exactly HOW shareholder votes have value…on WHY individual investors should make time to cast their votes….
Aug 18, 2018 | Annual Meetings, Proxy, Uncategorized
A transcript of TheCorporateCounsel.net’s March 2nd webcast, with experts Keith Bishop, Partner, Allen Matkins LLP, Carl Hagberg, Independent Inspector of Elections and Editor of The Shareholder Service Optimizer, Roxanne Houtman, Partner, Potter Anderson Corroon LLP, and Jill Whitney, VP – Client Services, Broadridge.
Aug 18, 2018 | 2017, 2017 Q4, Annual Meetings, Issues
THE SCARIEST IN-BOX ITEM SO FAR THIS YEAR
Aug 16, 2018 | Annual Meetings, Corporate Governance, Issues, Proxy, Uncategorized, Virtual Meetings
Did you know that there are at least eight kinds of proxy tabulators out there these days?
Aug 15, 2018 | Activist Investors, Annual Meetings, Corporate Governance, Issues
The just-out issue of Broadridge’s Proxy Pulse newsletter reports that so far this year, proxy contests have decreased markedly vs. last.
Aug 15, 2018 | Activist Investors, Annual Meetings, Corporate Governance
WITH “DIVERSITY” AND ESG ISSUES, AND MAYBE SAYS-ON-PAY COMING TO THE FOREFRONT, WE PREDICT MORE “RAZOR-THIN VOTING MARGINS” THAN EVER: WE EXPLAIN WHY – AND WHAT YOU NEED TO BE DOING NOW
Aug 18, 2017 | 2017, 2017 Q1, Annual Meetings, Issues, Virtual Meetings
While it’s still early-days as we write this, the 2017 season is off to something of a roaring start, with howls of protests from activist investors about “Virtual Only” shareholder meetings.
Aug 18, 2017 | 2017, 2017 Q1, Annual Meetings, Issues
Some of the best materials that have crossed our desk so far
Aug 18, 2017 | 2017, 2017 Q2, Annual Meetings, Inspectors of Election, Issues
“How Could the Inspectors Possibly Confirm That The Numbers Were Right?
Aug 18, 2017 | 2017, 2017 Q4, Annual Meetings, Issues, Proxy
Start with a rigorous, numbers-oriented analysis of your company’s shareholder base – ninety days before the record date, and again, as of the record date.
Aug 18, 2017 | 2017, 2017 Q4, Annual Meetings, Inspectors of Election, Issues, Virtual Meetings
A Great Thing, But Look Carefully Before You Leap
Aug 18, 2017 | 2017, Annual Meetings, Issues
IMPORTANT REMINDERS ON THE MATH – AND ON THE “OPTICS” – AND ON THE “AUDIBLES” OF VOTE REPORTING
Aug 18, 2017 | 2017, 2017 Q4, Annual Meetings, Issues
HERE’S OUR ANALYSIS OF TOP DEVELOPMENTS – AND OUR ADVICE TO ISSUERS ON PREPARING FOR 2019
Aug 16, 2017 | 2017, 2017 Q2, Annual Meetings, Corporate Governance, Issues
Two other sets of developments this season also give us reason to think hard as we plan for 2018:
Aug 16, 2017 | 2017, 2017 Q4, Annual Meetings, Corporate Governance, Issues, Proxy, Shareholder Services
And on Allowing Non-Shareholders to Submit Shareholder Proposals as “Proxies”: Time for Some Tough Talk, We Say
Aug 15, 2017 | 2017, 2017 Q4, Annual Meetings, Best & Worst Practices, Corporate Governance, Issues, Proxy
Or Of What To Say And Do If Some Results Seem “Too Close To Call?”….Very Smart To Do These Days
Aug 15, 2017 | 2017, 2017 Q1, Annual Meetings, Best & Worst Practices, Investor Relations, Issues
And the winner is……. It’s been quite a few years since we handed out our once-annual Ficklefinger Award. With so much focus on good corporate governance practices over the past few years, most public companies are extremely wary of flicking a finger at...
Aug 15, 2017 | 2017, 2017 Q1, Annual Meetings, Inspectors of Election, Investor Relations, Issues
In our last issue we predicted that “diversity” would be a hot topic during the 2017 Meeting Season, and we are indeed happy to see a much overdue and much increasing focus here. We noted the new initiatives at State Street, and at several of the public pension funds...
Aug 15, 2017 | 2017, 2017 Q2, Annual Meetings, Corporate Governance, Investor Relations, Issues, Shareholder Services
This year’s big-meeting-season brought two earthshaking changes in the overall corporate governance climate that will, we believe, alter the landscape forever. Also, there were developments on political disclosure and so-called diversity proposals that issuers should...
