US Disclosure Trends New Shareholder Engagement Tools John Viglotti PR Newswire March 1, 2011
US Corporate Disclosure Trends From Compliance to Engagement Use of Social Media for IR Integrated Disclosure
SEC Regulatory Changes NYSE Rule Concerning Discretionary Proxy Voting by Broker-Dealers The Commission voted to approve an NYSE proposal that would eliminate broker discretionary voting for all elections of directors, whether contested or not. Currently, NYSE Rule 452 and corresponding Listed Company Manual Section 401.08 permit brokers to vote on behalf of their beneficial owner customers in uncontested elections of directors if the customers have not returned voting instructions. SEC Approves Enhanced Disclosure About Risk, Compensation and Corporate Governance Washington, D.C., Dec. 16, 2009 — The Securities and Exchange Commission today approved rules to enhance the information provided to shareholders so they are better able to evaluate the leadership of public companies. SEC Issues Interpretive Guidance on Disclosure Related to Business or Legal Developments Regarding Climate Change Washington, D.C., Jan. 27, 2010 — The Securities and Exchange Commission today voted to provide public companies with interpretive guidance on existing SEC disclosure requirements as they apply to business or legal developments relating to the issue of climate change. Say-on-Pay - Senate Panel Approves Financial Reform Bill March 22, 2010 By Ted Allen Risk Metrics Blog, On Monday, the Senate Banking Committee approved a comprehensive financial reform bill that includes mandates for “say on pay” votes and majority voting in board elections, as well as authorization for the SEC to adopt a proxy access rule. Facilitating Shareholder Director Nominations – “Proxy Access” January 10, 2010Proposed rule; re-opening of comment period for proposed changes to the federal proxy rules in “Facilitating Shareholder Director Nominations.” Internet Availability of Proxy Materials(as amended 3/23/2010)Under the Internet Availability of Proxy Materials rules, companies and other soliciting parties are required to make their proxy materials available on an Internet site
New SEC Regulations Rule 452 change: companies will need to actively seek out retail shareholder votes Say on Pay: advisory vote approval of executive compensation plans Proxy Access: activists investors can more easily place director candidates on the ballot.
Integrated Disclosure With the need for greater shareholder engagement on the rise, the trend is towards an integrated disclosure approach deploying: a broad push of corporate announcements an increased focus on the IR web site use of social media channels coupled with new formats
Engage Investors on Your Web Site Seamless integration with your site design Customizable navigation Online investor tools provide for easy data analysis Prominent display of recent news Upcoming events and webcasts News email alerts & RSS feeds
Reaching Institutional Investors PR Newswire’s Capital Markets Visibility Package offers the following: Increase visibility with the buyside Delivery of corporate disclosures to buyside analysts and portfolio managers who either cover or hold your industry and peers. Increase the likelihood of gaining sellside analyst coverage. Target sell-side analysts focussing on your industry, segmented by industry and geography. Reach most compatible investors. Delivery directly to the institutional investors most compatible with your company that don’t currently own your stock.
Reaching US Individual Investors 100 million US individual investors own equities The role of retail/individual investors is essential for: small-caps for liquidity mid and large caps for balance and brand SEC regulations have elevated the potential strength of individual investors. Individual investors ( who CAN invest) are hard to reach. Companies have lacked a legitimate channel to reach individual investors on a continuous basis
The Partnership Retail Investor Conferences is an alliance between Better Investing (NAIC), PR Newswire and MUNCmedia Better Investing is the leading US investor education organization with 120,000 members and 7,000 investment clubs MUNC Media is a leader in Retail Investor targeting by matching press releases to individual investors across 200 financial portals (i.e. WSJ.com)
The Solution Each month Retail Investor Conferences.com showcases 10 public companies to present their growth vision in an engaging virtual conference environment.
Client Testimonials “The VRIC provided a way for me to be able to reach out to individual investors in a cost efficient manner. I was able to reach a group of investors that I likely would have normally not been able to do if it were not in a virtual format.” Delia H. Moore | Manager Investor Relations | Aflac The VRIC provided a cost effective and convenient way to reach out to individual investors. Friederike Edelmann|Director, Investor Relations|SAP “Great idea and great experience. “ Richard Franco| Chairman & CEO| DARA BioSciences, Inc.