The five incumbent directors of Amazon.com, Inc., have nominated
themselves as candidates for reelection to the board at the company's
annual shareholders meeting on May 23, 2001. The information required
for shareholders to consider their requested votes will be addressed at
a series of two Forum meetings, the first to determine what shareholders
want to know and the second to consider what the candidates have to say
in response.
The Forum meetings are intended to provide investors with an
opportunity to ask questions and exchange views, just as they might at a
conventional shareholders meeting conducted by a company. But the timing
is sufficiently in advance of Amazon's annual meeting to permit
consideration of the information before voting. (As practices have
evolved during the past century, the vast majority of shareholder votes
are decided in advance of the annual meeting and cast by proxy, so that
any information presented at the meeting itself is too late to be of
real use.)
The meeting scheduled for Thursday, April 26th, will focus on what
information is needed for shareholders to justify their reliance on the
candidates to perform the duties of directors. This could include past
acts as well as future commitments, facts as well as views. Subjects
could range from general positions on policies or strategies to specific
explanations of Amazon's quarterly report scheduled for release on April
24th. The objective of this meeting will be to define information
requests to be submitted to the candidates.
Candidates will be invited to attend or otherwise present their
responses at the meeting scheduled for Thursday, May 10th.
Open to the public and the press, the meetings are part of the
continuing NYSSA Forum, "Amazon.com: Responsibility for Investment
Information," initiated in June 2000 as a case study to examine what the
evolving marketplace expects of company executives and directors,
auditors, regulators, journalists, and others who share a common
interest with securities analysts in providing information for
investment decisions. The Forum is conducted by NYSSA's Committee for
Corporate Governance and Shareholder Rights, chaired by Peter F.
Brennan, and co-sponsored by Gary Lutin. Additional information about
other Forum programs can be found
here. |