The Shareholder ForumTM

Electronic Participation in Shareholder Meetings

Forum Home Page [see Broadridge note below]

"E-Meetings" Home Page

"E-Meetings" Program Reference



Forum Report: Electronic Participation in Shareholder Meetings


Review of 2011 Shareholder Meeting Practices

The annual BNY Mellon Shareholder Services report of its corporate clients' shareholder meetings was released this morning, and can be downloaded from this link:

The report includes the following observations relating to issues addressed by the Forum's "E-Meetings" program, particularly the "continuum" communications supported by most of our corporate and investor participants and the variant "Fifth Analyst Call" proposed by a group of activist fund representatives:

Another important trend we continue to observe is the “down-sizing” of the physical meeting itself. Last year we noted that meetings were shorter and less elaborate than meetings of the past. This year that trend continues, with over 90% of those clients for whom we captured data holding their meetings in company offices. Additionally, almost 60% either offered no refreshments at all or only offered beverages. The number of meeting attendees continued to decline as well.

While this trend might not seem significant, it is evidence of the underlying decline of the physical meeting. It appears that fewer companies are using the meeting as a marketing or public relations tool and that fewer shareholders are making an effort to attend the annual meeting. This trend has led to speculation that a required in-person annual shareholder meeting may eventually be replaced by shareholder forums, the controversial “Fifth Analyst Call” on corporate governance, or an audio broadcast and/or Webcast.


A new proxy development this year has been a request by some investors that companies arrange a conference call that focuses on corporate governance. This would be a “Fifth Analyst Call,” following the quarterly calls with analysts to discuss strategy and financial performance.

Industry participants have raised concerns about the advisability of holding a Fifth Analyst Call and its potential impact on Regulation FD. The concern is that a “by invitation” meeting chaired by an investor and with director participation could result in discussions that stray from corporate governance and into areas that affect compliance with securities regulations.

Addressing another issue that had interested Forum participants, concerning eligibility for attending meetings, BNY Mellon reported that 47% of the companies for which they collected data did not allow anyone other than shareholders to attend and another 15% only allowed the shareholder to bring one guest. The remaining 38% of companies allowed any number of guests.

 Your comments and questions will of course be welcomed.

             GL – August 31, 2011


Gary Lutin

Chairman, The Shareholder Forum

c/o Lutin & Company, 575 Madison Avenue, New York, New York 10022

Tel: 212-605-0335





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.