Electronic Participation in Shareholder Meetings
Communications Relating to Shareholder Meetings
The following questions, intended for consideration by investors in
relation to specific company practices, are presented to provide a
foundation for discussions among participants in the Shareholder Forum’s
open meeting on July 13, 2010, for the
purpose of developing a marketplace consensus on standards for judging the
fair conduct of investor communications relating to shareholder meetings:
Does every shareholder have equal access to information relevant to the
election of directors and other matters to be decided at the meeting?
Does the company provide shareholders with reasonable opportunities to
present questions relating to matters that will be decided at the meeting?
Does the company provide shareholders with a reasonable opportunity to
present questions or views publicly if they choose to do so?
Are all shareholders able to observe the responses of managers or
nominees, as appropriate, to publicly presented shareholder questions and
Assuming that the judgment of fairness is to be made independently by each
investor, does the shareholder have a reasonable opportunity to present
questions and views relating to the communication process itself?
Are all shareholders able to observe any questions and responses
concerning the fairness of communications prior to their decisions on the
matters being addressed?
July 8, 2010
Hye-Won Choi, TIAA-CREF
Margaret M. Foran, Prudential Financial, Inc.
Mary Beth Kissane, Walek & Associates and National Investor
Relations Institute (NIRI)
Cary I. Klafter, Intel Corporation
Alvin P. Kressler, III, Bloomberg
James Kristie, Directors & Boards
Eric Nowak, Swiss Finance Institute and European Group for Investor
David A. Silverman, Blue Harbour Group and New York Society of
Security Analysts (NYSSA)
Timothy Smith, Walden Asset Management
Frank G. Zarb, Jr., Katten Muchin Rosenman LLP