The Shareholder ForumTM

Electronic Participation in Shareholder Meetings

Forum Home Page [see Broadridge note below]

"E-Meetings" Home Page

"E-Meetings" Program Reference

 

Forum Summary

Public Interest Program:

Standards for Electronic Participation in Shareholder Meetings

The purpose of this public interest Forum program is to develop marketplace standards for the fair and orderly conduct of shareholder meetings that allow electronic participation..

There appears to be widespread corporate and investor appreciation of the opportunities presented by electronic communication technologies to reduce costs and, more importantly, attract broader participation in the shareholder meeting process. Concerns have been raised, though, that “virtual” meetings could be conducted in ways that eliminate the effective communications of properly conducted physical meetings.[1]

Considering the global economic importance of the protocols to be defined, the Forum program has been organized to assure a publicly open process for establishing informed consensus support of key marketplace constituencies:

·    Review of exemplary meetings – from April to June 2010, report observations of shareholder meetings that test electronic communications as well as some traditional meetings that present relevant issues

·    Weekly reports – summaries of program developments, exemplary shareholder meetings, relevant news articles, and views of program participants; to be distributed Fridays and posted on the web site for archive reference

·    Proposals of standards for consideration – presentation of proposed standards developed by members of the Program Panel, invited experts and other interested Forum participants

·    Open meeting – publicly open exchange of Forum participant views relating to proposed standards, and a test of the applicable electronic communications processes; to be scheduled for late June or July after observing 2010 shareholder meetings

·    Report of consensus standards – final report of consensus standards established by Forum participants and a summary of any significant views not supported by apparent consensus, as approved by the Program Panel and with any comments submitted by its individual members

The initiation of this program was encouraged by Walden Asset Management, which had voiced the concerns about “virtual” meetings shared by many investors. Both Intel Corporation, which has pioneered electronic participation in its annual meetings, and Broadridge Financial Solutions, Inc., which provides facilitating communications technology, have responded with commitments of leadership support for the program. Representatives of each of the three organizations have been invited to serve on the Program Panel.[2] Additional corporate, investor and professional leaders will be invited to support the program and serve as panel members, experts, or workshop participants to guide the Forum’s full public review of the issues and development of a consensus report.

Participation in this Forum program is open, free of charge, to all marketplace decision-makers and the professionals who advise them, according to the Forum's standard Conditions of Participation.

 

April 6, 2010

Forum chairman:

Gary Lutin

Lutin & Company, 575 Madison Avenue, New York, New York 10022

Telephone: 212-605-0335

Email: gl@shareholderforum.com

 

Program Panel:

Hye-Won Choi, TIAA-CREF

Margaret M. Foran, Prudential Financial, Inc.

Mary Beth Kissane, Walek & Associates and National Investor Relations Institute (NIRI)

Cary I. Klafter, Intel Corporation

Alvin P. Kressler, III, Bloomberg

James Kristie, Directors & Boards

Eric Nowak, Swiss Finance Institute and European Group for Investor Protection (egip)

David A. Silverman, Blue Harbour Group and New York Society of Security Analysts (NYSSA)

Timothy Smith, Walden Asset Management

Frank G. Zarb, Jr., Katten Muchin Rosenman LLP
 

[2] Intel’s representative, Cary I. Klafter, and Walden’s representative, Timothy Smith, have also been actively involved in the guidance of a Forum public interest program addressing “Say on Pay” issues, respectively as a member of that program’s panel and as the chair of a focus section for its professional reference clearinghouse.

 

 

 

This Forum program is open, free of charge, to anyone concerned with investor interests in the development of standards for conducting shareholder meetings with electronic participation. As stated in the posted Conditions of Participation, the Forum's purpose is to provide decision-makers with access to information and a free exchange of views on the issues presented in the program's Forum Summary. Each participant is expected to make independent use of information obtained through the Forum, subject to the privacy rights of other participants.  It is a Forum rule that participants will not be identified or quoted without their explicit permission.

The organization of this Forum program was encouraged by Walden Asset Management, and is proceeding with the invited leadership support of Broadridge Financial Solutions, Inc. and Intel Corporation to address issues relevant to broad public interests in marketplace practices, rather than investor decisions relating to only a single company. The Forum may therefore invite program support of several companies that can provide both expertise and examples of leadership relating to the issues being addressed.

Inquiries about this Forum program and requests to be included in its distribution list may be addressed to e-mtg@shareholderforum.com.

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.