May 12, 2016
Ideas and Best Practices for Planning and Preparing for a Virtual Annual Meeting
Investor relation professionals broadcast their investor day presentations online, and their quarter conference calls, so why not the annual shareholder meeting?
That’s the question many companies will be asking themselves in the near future, as the virtual world becomes a bigger part of every facet of corporate life. In 2009, only four companies held virtual shareholder meetings. By 2014, that number had risen to 90, according to Broadridge Financial Solutions, which runs virtual meetings. Companies like Intel pioneered the idea, but many other corporations have taken the plunge.
As your company considers holding a virtual shareholder meeting, here are some things to think about as you plan and prepare:
Virtual Only or Hybrid?
There are two ways to conduct a virtual shareholder meeting:
1. virtual only meeting – that would mean eliminating the traditional in-person shareholder meeting altogether
2. hybrid annual meeting – traditional gathering still occurs, and the online presence serves as an extension to the main event
Pros and cons exist for both types, according to Julia Tosi, a partner with the law firm of Squire Patton Boggs in Cleveland. The virtual only meeting makes it easier for stakeholders to participate because they can tune in from wherever they are in the world. This also can reduce the cost of the event by eliminating the need to rent a location and fly in stakeholders, she said. On the downside, shareholders may get the impression that management is trying to filter their thoughts, questions and ideas, and some critics think that only the hybrid model should be used.
“Some shareholders feel that the virtual only annual meeting is a poor replacement for face-to-face interaction,” Tosi said. “Others feel that new technologies can be combined with procedural safeguards to provide for an inclusive experience. The hybrid style meeting has the expense of both the physical location and cost for the virtual broadcast, but allows more participation because shareholders and others can be involved from afar and may be viewed more positively by investors.”
Ensuring Fair Shareholder Participation
According to the Association of Corporate Council, the virtual shareholder experience should mirror the experience of those in attendance – as much as practically possible. Virtual participants should have the ability to hear other shareholders speak, and to ask questions. The same slides and decks that can be seen in person should also be available online, the Association says.
Broadridge suggests that if there are contentious issues on the slate, companies should establish clearly defined rules of engagement. The agenda as well as the rules for engagement should be published well in advance of the meeting.
Questions of Voting
Shareholders attending virtually must also be able to vote. These online voters must be validated just as those are in person, phone, or mail. One method might be to allow voters to enter the code found on their proxy statement much like what those who vote by phone use, according to Broadridge. Virtual annual meetings are expected to grow to to be about 44 percent in 2016.
Next week we will look at how shareholders are accepting – or not accepting – the virtual annual meeting as more and more companies embrace the practice.