June 25, 2010
Participant Questions and Comments
Agenda for the Forum’s open
meeting on July 13:
The agenda for the Forum’s open meeting,
reservation requirements, was distributed yesterday and has
posted on the E-Meetings web site. The stated purpose of the meeting
“…consider proposed standards for
judging the fairness of communications associated with voting at
shareholder meetings, assuring a shareholder’s right to
questions and views to a company’s managers and to other
the presentation of other shareholders’ questions and views, and
the responses of managers to all shareholder questions.”
In keeping with the program’s subject,
we are making provisions for electronic as well as in-person
participation. For those of you who requested electronic participation, we
expect to determine specific alternatives by next week and will report the
details as soon as possible.
Why is the shareholders’ Q-and-A
conducted after the voting instead of before?
Focus Report, "Why Wait for the Annual Meeting," raised a related
question: How have shareholder questions, which many consider the primary
reason for conducting a meeting, ended up relegated to a post-voting rite?
answer: It’s history. According to standard rules of order for meetings,
discussion was invited only as it related to properly presented matters of
business. It therefore became a conventional courtesy to address questions
on other subjects after the conclusion of the meeting’s formal business.
As proxy procedures evolved, voting was processed earlier so that now
virtually all voting now takes place before the meeting even starts,
leaving nothing to discuss as a matter of formal business. As a result,
all that remains is the courtesy invitation of questions after the
real business is concluded. As many of you apparently agree, we should
consider alternatives that shift the vital exchange of information back to
where common sense requires it – before making decisions.
reported earlier this week, NFL team owner Greenbay Packers, Inc.,
will be applying its expertise in fan management to the company’s annual
meeting of shareholders, offering them a standard sports fan’s choice of
in-person stadium experience and electronic alternatives. With recent
annual meetings attracting about 10% of the company’s 112,120
shareholders, this year’s event will be held at the team’s Lambeau Field
stadium and for the first time will also provide for electronic
participation with online voting and questions.
conducted its shareholder meeting yesterday, demonstrating its “Connected
World” theme with a full range of electronic participation as reported in
June 11 Review. The meeting not only featured the evolving
convention of webcasting with online voting and questions, but also
provided an example of satellite-feed videoconferencing. An archived
webcast of the meeting can be viewed
here. For those of you who are interested in the how-to of electronic
participation, Broadridge will be providing us with a webcast of the
meeting’s behind-the-scenes administration.
Dell's Application of Tested Communications Strategies
Dell, noted for
pioneering electronic communication to reach customers, is planning to
increase the use of electronic participation to reach investors in its
upcoming annual meeting on July 16.
The company will be
offering its shareholders the ability to participate in person at the
meeting’s Round Rock, Texas, location, or electronically, by voting
and asking questions online both during and before the meeting. The
company will be video streaming and webcasting the meeting.
for meeting-related communications
Dell’s choice of
technology validates an emerging practice among several large
companies, including Best Buy, Intel and Schwab, which have been
testing the use of a video webcast with electronic participation.
Several other companies have conducted similar meetings with audio and
slide webcast instead of video.
Dell is also
supporting another trend among large companies – a move towards a
continuum rather than event-focused communication. Known in
investor-relations circles for pioneering an investor blog in 2007
called Dell Shares, Dell has opened a separate, meeting-related
message board where shareholders can vote, ask questions and answer
surveys prior to the meeting. The message board helps create ongoing
communication with investors, an important objective of many
companies. But, because most companies keep the message board open for
only about six weeks and close it after the meeting, the connection is
severed unless another forum takes the place of the message board. An
exception to the post-meeting wind-up has been Intel, which is keeping
its board open year-round.
Dell is following
the more typical pattern in opening its message board about six weeks
before the meeting and closing it soon after. In Dell’s case, though,
the company provides an option for continuing communication by having
Dell Shares open. Shareholders or anyone else who so wishes can
continue to participate on the blog. The pre-meeting message board and
Dell Shares, however, are run separately with no integration and
almost no cross-reference other than a post on Dell Shares alerting
readers to the annual meeting’s new electronic participation features.
issues for investor decisions
essentially a corporate-management controlled publishing activity that
allows the company to define the issues to be discussed, is used by
Dell in an effort to offer investors additional access to information
and discussion of the company’s strategy and financial performance.
Postings include such timely items as the guidance the company posted
earlier this week. Dell had issued the guidance press release prior to
the blog entry, and posted the blog item on June 23, a day ahead of
the company’s analyst day.
The company is
considering the use of other social media for its investor
communications, which would be consistent with the company’s 21st
Century investor relations message. It has used Twitter successfully
as a commercial venue to sell refurbished PCs, but has not yet applied
this experience to investor communications. The company says it is
considering using Face Book, however, for communications related to
the upcoming meeting.
delivered by Lynn Tyson, head of investor relations at Dell on Nov. 1,
2007, when the Dell Shares blog was launched, wrote in her opening
post entitled “Welcome to 21st-Century IR” that the blog is an
evolution of the company’s effort to use web-based tools to foster
“While we speak to thousands of current and potential
investors every year using traditional communications tools, this is
an evolution to communicate using some of the web-based tools that
foster more interaction,” Tyson wrote. “To keep growing and enhance
our relationships with investors and others who might be considering
our stock, we see that markets, information sources and how people
want to interact are changing. Credible and relevant organizations
today are taking advantage of technology and the Web to share
information and connect directly with customers, suppliers, employees
and other stakeholders.”
Dell, and others,
are taking up the challenge.
Avital Louria Hahn
a Shareholder Forum project
© 2010 The Shareholder Forum