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Electronic Participation in Shareholder Meetings

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Forum Report: Electronic Participation in Shareholder Meetings

Proposed Standards
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:

  1. Does every shareholder have equal access to information relevant to the election of directors and other matters to be decided at the meeting?

  2. Does the company provide shareholders with reasonable opportunities to present questions relating to matters that will be decided at the meeting?

  3. Does the company provide shareholders with a reasonable opportunity to present questions or views publicly if they choose to do so?

  4. Are all shareholders able to observe the responses of managers or nominees, as appropriate, to publicly presented shareholder questions and views?

  5. 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?

  6. 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 (revised)

Gary Lutin, Chairman

Program Panel:

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 Protection (egip)

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




This Forum program is open, free of charge, to anyone concerned with investor interests in the development of standards for conducting shareholder meetings with electronic participation. As stated in the posted Conditions of Participation, the Forum's purpose is to provide decision-makers with access to information and a free exchange of views on the issues presented in the program's Forum Summary. Each participant is expected to make independent use of information obtained through the Forum, subject to the privacy rights of other participants.  It is a Forum rule that participants will not be identified or quoted without their explicit permission.

The organization of this Forum program was encouraged by Walden Asset Management, and is proceeding with the invited leadership support of Broadridge Financial Solutions, Inc. and Intel Corporation to address issues relevant to broad public interests in marketplace practices, rather than investor decisions relating to only a single company. The Forum may therefore invite program support of several companies that can provide both expertise and examples of leadership relating to the issues being addressed.

Inquiries about this Forum program and requests to be included in its distribution list may be addressed to

The information provided to Forum participants is intended for their private reference, and permission has not been granted for the republishing of any copyrighted material. The material presented on this web site is the responsibility of Gary Lutin, as chairman of the Shareholder Forum.

Shareholder Forum™ is a trademark owned by The Shareholder Forum, Inc., for the programs conducted since 1999 to support investor access to decision-making information. It should be noted that we have no responsibility for the services that Broadridge Financial Solutions, Inc., introduced for review in the Forum's 2010 "E-Meetings" program and has since been offering with the “Shareholder Forum” name, and we have asked Broadridge to use a different name that does not suggest our support or endorsement.