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Forum Report:
Fair Investor Access
and
SEC Support of New Communication Processes
Support for Shareholder-Initiated Engagement
The Pershing Square plan for a
“referendum” vote of Allergan shareholders stimulated broad interest in
the benefits of finding out how a company’s investors actually view a
decision-making issue, and many observers were disappointed that the plan
was abandoned rather than revised to satisfy the procedural requirements
of professional investor communications.
It must be reported that some observers have also expressed disappointment
that the Forum has not done more to make the required communication
processes readily available for shareholder-initiated meetings and
polling. This is a valid criticism, especially considering the founding
purpose of the Forum to provide open exchanges of views among investment
professionals. We will therefore be developing new policies and
relationships to satisfy this commitment.
The communication processes
themselves should also be considered, of course. Although the Forum’s
current practices are well tested, they may require adaptation to new
policies and relationships. And beyond adaptations to support established
Forum processes, we need to consider new processes. For example, in a
recent letter to the SEC responding to a lawmaker’s concerns about the
Pershing Square plan,
it was noted that this innovative “referendum” could be conducted viably
by using the service provider that manages most proxy distributions to
perform the required independent verifications of shareholder identity –
the same process the Forum uses to assure the integrity of anonymous
polling. The next time a shareholder wants a “referendum,” the Forum
should be clearly available to support that initiative.
Your suggestions will be welcomed to guide the Forum’s responsible support
of investor interests.
GL – June 5, 2014
Gary Lutin
Chairman, The Shareholder Forum
575 Madison Avenue, New York, New York 10022
Tel: 212-605-0335
Email:
gl@shareholderforum.com
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