- First and most important, it should be a fully-written-out and carefully annotated script - ideally color-coded - with large, easy-to-read type and clearly written cues for all participants - with color-coded speakers’ and technicians’ names - and with easily accessed text to be used if speakers are out of order or if an unexpected event arises - like a fire alarm or some other “disturbance” to the performance as a whole.
- Like all good performances, the “play” - and the Playbook - need to have a “Director” - a “Meeting Moderator” we would urge - whose job is to keep the entire production “moving” and on schedule. The most successful and satisfying VSMs we have listened in on this season and last, have used the Investor Relations Officer as the moderator - to go over the agenda and ground rules, then tee-up the official business portion - to be run by the Corporate Governance Officer or Corporate Secretary - and then to vet and tee-up and ask the shareholder questions that have been sent in over the app or in advance - and to call on shareholders whose are “in the queue” if a call-in feature is provided - and then to allow the Chair to answer. Even better, we say, is to have the Chair - or the IRO - call on the CEO, the CFO, or a Director or another senior officer to answer, as he or she deems most appropriate. (Here, it is especially smart to have a few questions teed-up in advance - and to decide ahead of time who would be the best person to answer. This gets the Q&A portion off on a good note, greatly adds to a more “in-person feel” and allows time for the moderator to review and properly tee-up, and sometimes combine Questions that have been sent in via the Meeting app.)
- Special attention must be paid this year to the handling of both Q&A periods. Please see our sample “Run of Show” and our Revised Rules of Conduct, below, for our advice on best practices here. Bear in mind that institutional investors are demanding that there be opportunities for a dialog with shareholders and NOT a pre-scripted or entirely pre-recorded set of answers to pre-selected questions.
- We also suggest that script-writers begin with and pay special attention to “Meeting Etiquette” (see our articles on this: “Meeting Etiquette “ | Optimizer Online )
- Successful Virtual Meetings also require a highly skilled “Meeting Manager” - to manage and coordinate all of the technological “bells and whistles” a good Meeting should have and to be sure that they will be promptly and smoothly launched - such as slides, opening music, pre-recorded audio/visual sections - both prior to and interspersed in the Meeting itself - plus all of the necessary telephonic systems and equipment and other “Meeting-Apps.” In the ideal world, and to best achieve a “live and lively in-person-like experience” your Meeting will incorporate apps like Zoom, Go-To-Meeting or Google Meet. Do not leave the “management job” solely to outside service providers, we say - many of whom, quite understandably, have no clue as to what a shareholder meeting is “all about.” You really need a fairly senior and experienced staff member to follow every aspect of the Meeting - and to jump in immediately if anything goes off-track.
- The script should be carefully vetted by all of the “performers” of course - and by the entire Meeting Team - and reviewed one final time, well before the Meeting begins, to assure a smooth and seamless and “glitch-free” “Run of Show.”
- The script, and of course the Meeting as a whole, should closely follow the formal Agenda and the Official Rules of Conduct - which, ideally, will be made available to early-attendees, and to all others on demand, with an easy to find and reliable “click.” (A sample Run of Show - along with a few brief comments on best and worst practices - will be found below. Our sample Rules of Conduct - which should always be “tweaked” to the circumstances surrounding your company’s Meeting - can also be found below)
- Special attention should be paid to any and all of the technologies and “tech-support” systems that could potentially “go down” - and what to do and say in each such case. (If a shareholder proponent fails to call in, or accidentally hangs-up, the Chair, or better, the Meeting Moderator, should have a short script to introduce the proposal. If a scheduled management speaker experiences “technological difficulties” either the Chair, or the Meeting Moderator should quickly step up to ‘cover.’ If power, and/or the Internet connection is lost, the tech-provider should be prepared to post a notice on home-viewers’ screens, with info on what to do - and with periodic updates as needed.)
See The Biggest VSM Blooper To Avoid: Lost Connectivity - Be sure to include the Inspector(s) of Election in the review: The best of them - which you should aim to have on your Team - have been to many shareholder meetings and will very often be able to offer suggestions on additions, deletions and refinements to the script - and to the overall Run of Show - that will smooth, and often speed things up - and that will assure the Meeting will be run with scrupulous fairness to all involved…which actually is, or should be, part of the Inspector’s job.
- Formal dress-rehearsals with “all hands on deck” are a must for a smooth and seamless Meeting. An important part of the effort here is to “time” the meeting - and to tweak all the parts to fit the times allotted - and to note them in the final script - so all the players will be ready when their time comes to speak - and to finish speaking.
- At least one of the earlier rehearsals should be devoted to all of the “tech support people” - to be sure they know exactly what time they are likely to be called upon, and what, exactly, they need to say and do - like “roll the tape” for pre-meeting items (like music, or an audio-visual presentation); for all pre-recorded segments - and with clear cues to bring up each slide. Telephone and conference call providers need to open and close the microphones as appropriate - both for official participants and proponents - and to allow directors or senior managers to participate as warranted - and ideally, for call-in questions to be asked and answered.
- All of the tech support people should be present for the final rehearsal - and special attention should be paid to the Q&A session - and to the way questions will be received, selected, teed-up and fielded during the live event.
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