Tag: AGM

Clock Ticking on Virtual Annual Meeting Decisions

Hundreds of companies say they will transition to a virtual annual shareholder meeting this year while others plan to but are working out the kinks. Yet many companies are still waiting to determine what to do.

According to public company intelligence provider MyLogIQ, so far 49 Russell 3000 companies have announced in recent weeks that they have converted their annual meeting to a virtual meeting, while 181 companies disclosed in their proxy statements that annual meetings would be held virtually this year. Another 30 companies have adopted bylaw amendments that would allow for virtual meetings but have not yet announced new meeting dates or details.

MyLogIQ found that 400 Russell 3000 companies will hold annual meetings this month, while 363 are slated to hold them in May.

Best Practices for Virtual Board Meetings

Directors are making plans to hold their next board meeting remotely to combat the spread of the novel coronavirus amid the ongoing pandemic. However, sources recommend that directors brush up on virtual meeting etiquette and ask corporate secretaries to ensure they are following applicable state laws on meetings even if they are meeting remotely.

“A good chairman of the board or a good CEO will make sure everyone will be heard,” says Krish Ramakrishnan, executive chair and co-founder of BlueJeans Network, an enterprise-focused, cloud-based videoconferencing provider.

For example, Ramakrishnan says, during a videoconferenced board meeting, the chair or lead director should advise attendees to raise their hand if they want to speak — rather than simply raising their voice as one might do on a phone call to be heard — and be sure to call on directors as they indicate they have something to say. He also recommends scheduling time for short breaks in between agenda items or longer discussions just as directors would do if they were meeting in person.

‘Chaos Move’: Special Meetings Gain Support

Investors appear to be narrowing their scope when it comes to shareholder resolutions involving the right to call special meetings, experts say. Fewer proposals have been introduced this year, but those that have gone to a vote have seen a higher rate of support, suggesting that investors are targeting companies where they think they may be able to win.

One such company is Occidental Petroleum, which is now facing a lawsuit filed by Carl Icahn. The activist investor is demanding a books and records inspection over the energy giant’s deal to buy Anadarko Petroleum, which he opposes. The lawsuit suggests Icahn plans to call a special meeting to replace directors. A shareholder proposal to lower the ownership threshold to call a special meeting passed at Occidental’s annual meeting last month.

Similar resolutions on calling a special meeting of investors have passed at several companies this proxy season, Icahn or no.