July 7, 2009

Broadridge’s E-Proxy Stats for ’09 Proxy Season

Last year, Broadridge was feeding us new statistics about e-proxy during each month of the proxy season. This year, we have their beneficial owner statistics as of the end of the proxy season, which we have posted in our “E-Proxy” Practice Area.

As of May 29th:

– 1312 companies (technically, it’s not companies – it’s “distributions” which is a greater number than the number of companies) used voluntary e-proxy between July ’08 and May ’09 (compared to 653 for the same period in the year prior). And 12% of all distributions used N&A during this ’08-’09 period.

– Size range of companies using e-proxy continued to vary considerably for all shapes and sizes (eg. 28.9% of distributions on jobs between 10,000 and 50,000 shareholders used N&A).

– 5.9% of beneficial positions held in companies using N&A received full package by bifurcation, in addition to the 9.2% that received full packages by prior consent. Note that the 5.9% represents positions, not companies.

– 0.8% of shareholders requested paper after receiving a notice; this average is down 25% from last year’s 1.05%.

– 54% of companies using e-proxy had routine matters on their meeting agenda; another 34% had non-routine matters proposed by management; and 12% had non-routine matters proposed by shareholders. None were contested elections.

– Retail vote continued to slip, although just slightly compared to the same period last year (recall that retail voting was down dramatically last year compared to pre-eproxy days) – the number of retail accounts voting dropped from 26.6% to 24.4% (a 8% drop from the prior year’s period).

Note that the slight drop in retail voting refers to those shareholders who got a Notice only and not a full package through stratification, consent, or fulfillment. The number of retail holders getting full packages increased – and this group votes at a higher rate, which somewhat offset the drop in the retail Notice-only group.

More ’09 Proxy Season Statistics

In addition, Broadridge has posted its statistics for the proxy season more generally. Among the more interesting stats:

– Overall Number of Shares Voted: 85.7% (I wish we could get that rate for our political elections)

– Average Percentage of Broker Nonvotes: 19.1% (backing these out probably lowers the overall voting percentages to what happens in political elections)

– Methods by Which Shares Voted: 9.2% of shares voted by paper; 0.9% by phone; 10.6% online; and 79.3% by ProxyEdge (ie. institutional investors using Broadridge’s proprietary service)

More on “The Mentor Blog”

We continue to post new items daily on our new blog – “The Mentor Blog” – for members. Members can sign up to get that blog pushed out to them via email whenever there is a new entry by simply inputting their email address on the left side of that blog. Here are some of the latest entries:

– How to Be a Director: Yahoo’s CEO Speaks Frankly
– Conference Notes: Hot Topics in Corporate Governance –
– The Basics: Insider Trading Penalties
– Advancing Legal Fees: Bank of America Ponies Up
– How to Obtain CLE While in Transition
– Corporate Governance Ratings: Any Future?
– Presenting New Ideas at a Board Meeting
– Sifting Through Job Databases for Lawyers
– What Should I Do With My Life?
– Outside Counsel Take Note: In-House Lawyers Want Predictability

– Broc Romanek