TheCorporateCounsel.net

May 3, 2024

Transcript: “Conduct of the Annual Meeting”

The transcript for our recent “Conduct of the Annual Meeting” webcast featuring J.M. Smucker’s Peter Farah, Broadridge’s William Kennedy, Intuit’s Erick Rivero, and Carl Hagberg of The Shareholder Service Optimizer is now available. During the program, our panelists shared some really practical tips to make your solicitation and annual meeting run smoothly. Here are just a few:

– Ask Broadridge (and other service providers) each year about their technology improvements for virtual meeting platforms — the capabilities have exponentially expanded in a few short years. Not only that, but they still want to hear what other features you’d like to see next year.

– Most technology issues are user error on the company side. Have an audio-visual and IT professional in the room with you or at the ready and consider dress rehearsals. Make sure you mimic the conditions of your annual meeting (e.g., have key participants in the same location).

– Consider reserving a back-up meeting room, even for internal participants in a virtual meeting.

– “Close the marketing gap” by making it easier for shareholders (particularly retail) to vote. Consider adding a QR code to your proxy statement that takes people directly to the voting platform.

– Disclose how you plan to handle Q&A upfront, in your proxy statement. And, if you have an in-person or virtual meeting, physically hand the rules of conduct to each in-person attendee and ask that they read, understand and observe them.

– If the CEO chairs the meeting, also have an independent director ready and available for Q&A to handle questions that aren’t appropriately addressed by the CEO (e.g., on CEO compensation).

– Consider saying in your proxy or rules of conduct that you may answer appropriate questions on your website to the extent you didn’t address during the meeting. This is appreciated by shareholders and useful if you have technical issues.

– In-person meeting security needs to be for everybody — not just management and the board.

If you are not a member of TheCorporateCounsel.net, email sales@ccrcorp.com to sign up today and get access to the full transcript – or sign up online.

– Meredith Ervine