At long last, recognizing that under the current N&A “regime” issuers have lost fully one-half of the votes of individual investors that they’d been getting before N&A – but still insisting there might be “other explanations” for this coincident phenomenon – the SEC has issued “Proposed Amendments” to the rules: See www.sec.gov/rules/proposed/2009/33-9073.pdf for the full text.
But the “centerpiece” of the proposed rulemaking misses the mark entirely; specifically, “to develop a program designed to educate and inform shareholders – especially individuals – about the Notice and Access Model, explain how shareholders may participate and explain shareholder rights.”
Hello: It’s not about the “Model” folks…or even about our rights: the whole damned system needs a fix – starting, we say, with a major re-thinking of what voters really need to SEE, and READ, in order to cast an informed vote.
But meanwhile, as the NYSE sponsored study of a few years ago clearly indicated, and as a quick chat with any investor under 60 will quickly reveal, the average investor does not understand why his or her vote is important. He or she does not know where to go, or how to go about making up his or her mind if they DO think that maybe their vote is important…And clearly, the average Jane or Joe really has no time at all to page through and try to decipher proxy statements that are getting longer and more complicated every year…thanks entirely to the tender ministrations of SEC. Plus - let’s remember: the basic M-O of the N&A model is to send a piece of paper that, if you bother to read it at all, invites you to go someplace else - to look for and read something different - more or less in your “spare time”…of which we all, of course, have plenty….Duuuh!
The OPTIMIZER, of course, thinks that it has a solution… in the form of its little booklet from 2003 (!). It has three sections: one to explain exactly HOW “Votes Have Value”; a second section that outlines a simple and totally impartial “strategy” for finding and mulling over the info one needs to make up one’s mind on proxy voting issues, and a third section on the various ways to CAST one’s vote, with a view toward making it habitual – and as easy as possible, whether one likes the phone, the web, or plain old-fashioned snail-mail…all of which have different pulls, often at different times, for different folks.
We heartedly endorse THIS statement in the SEC release, and hope that our readers will take it to heart: “Issuers who have experienced a significant cost savings, but may also have experienced a significant decrease in participation rates may wish to consider using [“some of” the Optimizer would say] those cost savings in educational efforts designed to increase participation by shareholders.”
Readers: if you would like a copy of our educational booklet – which we believe you can and should consider sending to your retail shareholders before the 2010 annual meeting season kicks in – just call or email us.
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