During the proxy season, everyone’s flat out soliciting votes, so investors are jammed up, and they’ll be available for engagement only if there’s something very specific to your annual meeting that’s important enough to them that they’ll pick up the phone. Note that I said “important enough to them.” It might be important to you – but it might not be to them.
It’s always best not to wait until they’re too busy to engage, so try to get your message across as early as you can. It’s the off-season where you have the best bet of engaging substantively about longer-term initiatives the company has – or having deep discussions about narrow topics that are important to either you or the investor. For calendar year-end companies, the off-season these days is late summer through early winter, as many investors are busy right up to the end of June with the Japanese proxy season, which then rolls right into NPX reporting for ’40 Act funds.
For calendar year-end companies, that gives you time to see what you learned from the proxy season generally and your own voting results, and it also allows investors to do the same as they consider what policy changes they may want to implement for the next proxy season. Everyone gets time to digest and come up with a new game plan.
If you’re not a calendar year-end company, you have the advantage of seeing what happened during the primary proxy season and applying the lessons learned – although you still need to engage, as investors can always change positions that they took even just a few weeks ago. And there are nuances with the positions that investors have that might apply to your situation differently than other companies.
Also, don’t forget that you may want to try to engage with proxy advisors in addition to investors, although getting proxy advisors to engage with you often can be challenging.
Remember that there’s a fair amount of turnover within the stewardship and governance teams of many investors, so you may need to develop new relationships, and that best takes place in the off-season too. Having those relationships remains critical to facilitating open channels of communication during a tight vote, crisis or activist challenge.
If you’ve already built a good relationship with a particular investor, you often can just do a soft check-in, and if they say, “Hey, there’s no need to meet you this year,” you take them at their word – unless you know something that you know they’re going to want to know. You want “no surprises” for either you or them.
Authored by
Broc Romanek