Lots Of Fresh Questions…And Answers… On Meeting Adjournments, On “All Other Business”
And On Calculating, Reporting On And Describing Those Say-On-Pay And Say-When-On-Pay Results….
Early Returns From The Annual Meeting Front
Lots Of Good News, But Some Big, Bad Surprises Are Still In Store For The Unwary
What’s The Next Big Thing On The Corporate Governance Front?
Holding Directors’ Feet To The Fire Over The Cost Of Capital – And Especially Over Their Stewardship Of The Company’S Stash Of Shareholders’ Cash: Finally…A Governance Reform Worth Making We Say
Appeals Court Vacates The SEC’s Proxy Access Rule, With Major Criticisms Of The SEC’s Sloppy Work
But Beware Of What You Wished For Issuers….You May Be Worse Off Than With The Access Rule
Our Final Wrap-Up On The Spring 2011 Annual Meeting Season…
The biggest take-away from this season – as we noted last issue too – is the ease with which Says On Pay sailed by: A just-released Conference Board study
Our Top Ten Tips On Preparing For The 2012 Proxy Season
Our number-one tip is simply to understand exactly what kind of voters OWN your stock as of the record date, along with the percentage of the total voting power that each segment owns and how each “segment” voted…or failed to vote at your last meeting.
A Few Early Warnings As We Begin To Gear Up For The 2012 Annual Meeting Season
For Starters; “Svedes – Get Set To Chase Dem Drunk Norvegians Trew De Veeds!”
Getting Your Message Across “Effective Engagement Is Critical…”
Some practical advice from Ken Bertsch, President of the Society of Corporate Secretaries and Governance Professionals – and a prominent institutional investor analyst and spokesperson in his former career.
Getting Your Message Across To Investors
The Shareholder Service Optimizer’s Top-Ten Tips DECIDE ON THE OVERRIDING MESSAGE you need to put across to your audience: …and how each of the subordinate messages relate to it: Most of the time – whether you are gearing up to visit with investors or preparing a 200+...Apple Computer Does It Again – With A Raft Of Annual Meeting Gaffes: How Can Such A Smart Company Be So Dumb On Ir Matters?
Let’s say for starters that we LOVE Apple Computer. We bought when it was around $7…and love it more every day. We love their products too. And we love Steve Jobs – and think he is one of the smartest, savviest, most-focused and most dedicated managers in the world....Consent Solicitations
By Merrill Stone and Matthew Kane, Kelley Drye & Warren* Back in 2000, we discussed in the Optimizer how would-be acquirers were increasingly using consent solicitations in attempts to ambush boards and to effect changes of control. Consent solicitations still...OMG! The Fastest Way To Vote Proxies In 2010 Turns Out To Be Snail-Mail!
This year we are paying much closer attention to the proxy packages we receive than we ever did before. And we know we’re far from alone here, although how carefully most other individual investors will attend to these matters…
“Dofra”, “Dodfra”, “Direct Access” And The “Proxy Plumbing Release”… Get Out Those Plumbers-Helpers Pronto!
Whether you call it “DOFRA” as Pat McGurn calls it, or “DODFRA”, to give Dodd and Frank equal billing, the Dodd-Frank act passed both houses of congress as we were drafting this issue and will likely be law before we go to press.
Meeting Admission Criteria – One Of This Year’s Hottest Topics
So far this year, we’ve gotten more questions about annual and special meeting admission criteria than about any other topic…except that is, for the perennial question “what’s up with those transfer agents?”
Some “Early Returns” From The Annual Meeting Front:
It’s still early-days as we write this, but a few trends are emerging that seem worth a mention
These May Be Our Top-Tips Ever On How To Guarantee A More “Civil” Annual Meeting
Last year, we attended the meeting of a long-term client where we were shocked! Shocked!…to see more women wearing hats and gloves – and more men carrying hats – than we have seen in one place since the 1950s.
An Interim Report On Virtual Annual Meetings
Guess what? It’s been nine years since the first “virtual only” annual meeting…at Inforte…
Our 2010 Meeting Season Roundup
What, If Anything, Can We Learn – To Better Prepare For 2011?
Some Notes From The Virtual-Meeting Front
So far this season, there have been 20 “Virtual Shareholder Meetings”: About half were “totally virtual meetings” – held totally in cyberspace – and the rest were so-called “hybrid virtual meetings”
A Recordbreaking Number Of Glitches Cross Our Desk In The Spring 2010 Annual Meeting Season
Indicative, We Think, Of A Serious Level Of “Inattention To Details” And A Serious Industry Brain-Drain
A Few Hot Issues To Watch As Annual Meeting Season Approaches
Great news for public companies, though bad news for most proxy solicitors, the 2011 Proxy Season seems to be shaping up as the least contentious one in a decade or more:
More On Virtual Meetings: We Come Up With A Simple Solution To Activist Objections To “Virtual Only” Formats
Regular readers know that we have been following developments on the “Virtual Only” Annual and Special Meeting front from the get-go, and that we are big fans of the concept – and especially of the big potential money-savings that can be realized.
More On Virtual Forums: Maybe The Best Good Governance Idea Ever
While Virtual Meetings have been getting lots of notice of late, we think that Virtual Investor Forums have the potential to transform the corporate governance landscape in an even bigger and better way
Time To Take A Look At Your Bylaws, We Say… To Make Sure They Do Not Have Conflicting Voting Provisions
And Maybe To Consider Moving To A “Simple Majority Vote” To Pass All But The Most Economically Important Proposals A lot of speculation went on last year and this about the potential effect of the “broker may NOT vote rule”…which turned out to be mainly a non-issue...Some Notes On The Much-Bashed Symantec Virtual Meeting
s mentioned elsewhere in this issue, activist investors, the press, and assorted other “noisemakers” sure piled onto Symantec Corporation, following their first-ever totally virtual annual meeting. We were kind of glad they did…first because it proved the point we...Podcast Alert: Annual Meeting Season 2026 — Expert Advice from Carl & Peder Hagberg
Carl and Peder Hagberg of The Shareholder Service OPTIMIZER join Meredith Ervine from TheCorporateCounsel.net to discuss proxy season risks, virtual meetings, and shareholder engagement for 2026.
Listen to hear their insights on this year’s annual meeting season.