April 27, 2016

5 Reasons Why I Love the Proxy Season

From Susan Reilly: As a follow-up to last week’s blog about hating the proxy season, here are the top 5 reasons why I love the proxy season (I must admit, it was a lot harder to put together this list!):

1. The camaraderie with colleagues. It’s amazing how much shared misery can actually benefit your working relationships.

2. Seeing proxy statements get better. Working on the same proxy statements year after year and seeing the improvement – often because of your feedback – can be very rewarding.

3. That optimistic feeling at the beginning of each season that this year, things will be different – the process will be smoother, shareholders will submit fewer proposals, deadlines will be met. That feeling is usually squashed about halfway through, but it’s really nice while it lasts.

4. Client contact. Even as a junior attorney, working on shareholder proposals and proxy statements provided opportunities to interact directly with clients that I otherwise wouldn’t have had as a newbie lawyer.

5. Doing important work that matters. Unlike a lot of legal work that goes on behind the scenes, preparing a document that actually gets seen by shareholders – and influences their voting decisions – feels like you’re providing a tangible benefit to the company.

5 More Reasons Why I Love the Proxy Season

From Julie Kim: I also have five reasons why I love the proxy season. Apparently, I am not supposed to use the word “love” in an ironic or sarcastic way, which means my task will not be easy. It’s like being forced to shake hands with the neighborhood bully and say something nice about him. “Umm, I like your mustache?”

As the theme song for one of my favorite 80’s sitcoms said: “You take the good, you take the bad, you take them both and there you have the facts of life … the facts of life.”

In the spirit of this great bit of 80’s wisdom, I give you my 5 reasons why I [cough] love [cough] proxy season:

1. Thanks to Dodd-Frank and shareholder activism, there’s always something new to learn. Even if it is something that you really, really don’t want to learn.

2. It keeps people employed – lawyers, activist funds and organizations, proxy advisory services, consultants, proxy solicitors, printers, design firms, mailing agents, etc. Arguably a whole industry depends on the proxy machinery.

3. There’s a sense of community among those who are involved in the proxy statement and annual meeting cycle, fostered by a “I know what you’re going through” mentality. Kind of like a support group for hostage survivors.

4. It exposes you to people whom you may not otherwise meet – for example, that quiet guy in the Compensation Department whose job is to keep track of corporate aircraft usage. Also, how else would you get to meet Evelyn Y. Davis and John Chevedden?

5. Compared to the 10-K and registration statements, proxies are far prettier to look at.

Wow, that was harder than expected. If you can think of more reasons, let us know!

Poll: Why Do You Love the Proxy Season?

Please participate in this anonymous poll:

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Broc Romanek