Tag Archives: virtual annual meeting

More opposition to the virtual-only annual meeting

by Cydney Posner

In case you missed it, Gretchen Morgenson’s column in the Sunday NYT railed against virtual-only annual meetings, which according to her data (provided by Broadridge), have increased in number from 21 in 2011 to 154 in 2016.  And joining in the condemnation of the practice was NYC Comptroller Scott Stringer, who, you may recall, submitted 75 shareholder proposals for proxy access at major companies in 2014, triggering the movement toward wider adoption of proxy access bylaws.  Interestingly, the virtual annual meeting was initially viewed as “CPR” for the debilitated annual shareholders’ meeting, which had, over time, evolved into a moribund ritual of corporate governance, as fewer and fewer shareholders were able or willing to overcome the logistical and financial burdens of attendance in person. With virtual technology, large numbers of shareholders were suddenly able to attend meetings on their laptops. Ironically, however, it is shareholders — the designated beneficiaries of the virtual annual meeting — that have raised objections. Continue reading

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Will the virtual-only shareholders’ annual meeting, once disparaged, be rejuvenated?

by Cydney Posner

For many years, annual meetings of shareholders have been viewed as increasingly moribund rituals of corporate governance, as fewer and fewer shareholders are able or willing to overcome the logistical and financial burdens of attendance in person. As a result, in many cases, meetings have evolved into a kind of corporate governance kabuki — largely scripted, non-substantive events — that hold little attraction for most shareholders. Meetings that are not formulaic are often closer to street theater, with unruly shareholders or demonstrators disrupting the business of the meeting with incendiary questions or otherwise performing for the media. (See, for example, this photo in the Financial Times of a smiling “Money Bunny” parading in front of a bank’s annual meeting in decidedly non-banker attire — although she is sporting a garland of faux dollar bills on her arm — holding a whip and a sign that says “Naughty banks need a spanking.”) For many companies, therefore, sparse shareholder attendance is not necessarily an undesirable turn of events, as managements and boards welcome the reduction in acrimonious or uncomfortable in-person exchanges with dissatisfied or eccentric shareholders. Not to mention the fact that companies are usually pleased by the increase in the proportion of proxies, which are typically pro-management.  Continue reading

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Filed under Corporate Governance, Corporate law