The Shareholder Forum

supporting investor interests in long term enterprise value

 

Purpose & History of Services

The Shareholder Forum

The Shareholder Forum supports investor interests in corporate enterprise value with services that require independence – and that may benefit from the Forum’s network resources and recognition for advocacy of long term investor interests – to assure a definition of relevant issues and fair access to information that can be relied upon by both corporate and investor decision-makers.

The policies that provide a foundation for the Forum’s marketplace functions have been carefully developed and tested to allow any investor to participate in its communications, either anonymously or visibly, without acting in concert. Established originally to accommodate professional fund managers, this independent moderator function has proved to be consistently effective in managing orderly processes of issue definition for rational analysis by fiduciaries who are responsible for informed decisions.

Initiated in 1999 by the New York Society of Security Analysts with lead investor and former corporate investment banker Gary Lutin as guest chairman to address the professional interests of its members, and independently supported by Mr. Lutin since 2001, Forum programs have achieved wide recognition for their effective definition of important issues and orderly exchange of the information and views needed to resolve them. The Forum's ability to convene all key decision-making constituencies and influence leaders has been applied to subjects ranging from corporate control contests to the establishment of consensus marketplace standards for fair disclosure, and has been relied upon by virtually every major U.S. fund manager and the many other investors who have participated in programs that addressed their interests.

Currently important applications of the Forum’s independent position include the support of corporate managers who wish to provide the leadership expected of them by responding to activist challenges with orderly reviews of issues relevant to long term investor interests.

Requests for Shareholder Forum consideration of support may be initiated confidentially by any investor or by the subject company, or by the professional advisors to either.

Completed Programs

This page provides links to sections of the Shareholder Forum website for publicly open programs that have been completed or suspended, listed by categories of issues addressed and showing the year of initiation.

For the public education programs conducted during 1999-2001 with the New York Society of Security Analysts (NYSSA) using case examples of investor interests in Amazon.com, Chesapeake-Shorewood Packaging, Dun & Bradstreet and National Presto, see NYSSA Forum Cases.

Determination of Investor Interests

Executive Compensation Issues

Restoring Order

Value Enhancement Opportunities

 

 

 

 

Determination of Investor Interests

 

Special Project

for Shareholders of

Siemens AG

(2010)


 Survey of the company's investors to determine what information they needed to vote for a

settlement of claims against former directors

and for Germany's new "Say on Pay"


This project was conducted in cooperation

with the Forum's independently managed German

affiliate, Aktionaersforum AG.

For surveys of broader investor samplings conducted as part of current or recently completed public interest programs, see:

 

December 14, 2009

Investor Voting Criteria

for Compensation Issues


October 6, 2010

Investor Communication Priorities

for Voting Decisions

 

 

 


 

 


 

Public Interest Programs

Options Policies

(2006-2008)

 A cooperative marketplace process

to develop commonly accepted principles for

the authorized use of shareholder capital in

equity-based compensation.


Included the 2006-2007 special project

addressing proposals of "Advisory Voting"

on executive compensation ("Say on Pay")

Reconsidering

"Say on Pay" Proposals

(2008-2010)

Considering how currently proposed

advisory voting on executive compensation

might serve the public interest in enterprise

competition and capital allocation.


See also the 2010 public interest program

addressing related communications issues:

Electronic Participation in Shareholder Meetings

 


 

Company-Specific Program

Forum Program

for Shareholders of

Verizon Communications

(2007)

Analyzing Management Confidence in Strategies

 Learning how executive compensation

relates to business performance targets as

a means of determining management's view

of probabilities

 

 

 


 


 Examining alternative terms by which a creditor

can assume control of an insolvent company,

fairly and without crisis-generated suspensions

of marketplace rules


The Bear Stearns Companies, Inc.

(2008)

 

 


 

Value Enhancement Opportunities

The cases below were selected to demonstrate the processes by which investors, acting independently in a common interest, can influence value enhancing changes in corporate governance.

 

 

 

Establishing Corporate Integrity


 Monitoring management corrective actions

required to reduce enterprise risks and

associated stock pricing discount


Computer Associates International

(2004)

See also the

2001 CA Forum Program

 


 

Independent Analysis of Proposed Merger


Special project addressing need for

independent sources of information that

will be relied upon for investor decisions


Providian Financial Corporation

(2005)

 


 

Replacing Unresponsive Directors


Demonstrating the practical means of

winning support for the replacement of directors

who fail to respect shareholder interests


Lone Star Steakhouse

(2001)


Willamette Industries

(2001)

 


 

Resolving Competing Shareholder Interests


Satisfying commitments to shareholder

constituencies with differing investment objectives


North State Telecommunications

(2010)

 


 

Rights of Public Investors

in Family Controlled Companies


 Addressing value enhancement opportunities

associated with a controlling shareholder's

responsiveness to public investor interests


Crowley Maritime Corporation

(2004)


Dover Motorsports

(2009)


Farmer Bros. Co.

(2002)


Telephone and Data Systems

(2008)

 

 

 

 

 

Inquiries, requests to be included in email distribution lists, and suggestions of new Forum subjects may be addressed to inquiry@shareholderforum.com.

Publicly open programs of the Shareholder Forum are conducted for free participation of all shareholders of a subject company and any fiduciaries or professionals concerned with their decisions, according to the Forum’s stated "Conditions of Participation." In all cases, each participant is expected to make independent use of information obtained through the Forum, and participation is considered private unless the party specifically authorizes identification.

The information provided to Forum participants is intended for their private reference, and permission has not been granted for the republishing of any copyrighted material. The material presented on this web site is the responsibility of Gary Lutin, as chairman of the Shareholder Forum.

Shareholder Forum™ is a trademark owned by The Shareholder Forum, Inc., for the programs conducted since 1999 to support investor access to decision-making information. It should be noted that we have no responsibility for the services that Broadridge Financial Solutions, Inc., introduced for review in the Forum's 2010 "E-Meetings" program and has since been offering with the “Shareholder Forum” name, and we have asked Broadridge to use a different name that does not suggest our support or endorsement.