Proxy Contest / Solicitation / Corporate Governance

In recent years, corporations and non-profits have increasingly faced strong pressure from shareholder activists.  While these activists are small in number, the stakes couldn’t be higher as a negative outcome could possibly redefine control of the company, its strategic direction and shareholder value.  Not to mention the fact that these contests take corporate leaders away from running the company.

While proxy fights have been around for years, there have been significant changes in the mechanics and strategies behind those fights due to the impact of social media, activist judges and anti-business regulations.  In fact, many of these activists are utilizing new and cheaper communication vehicles and platforms, which combined with statutory provisions like cumulative voting, are enabling them to wage effective campaigns.

As a first step, we initiate a comprehensive assessment of the relevant investor base as well as review pertinent issues. We also determine if our clients are fully complying with corporate governance documents, state statutes and utilizing best practices.  Based upon that review, we develop a detailed proxy solicitation and communications plan.  Understanding the landscape allows us to effectively plan and execute a strategy tailored to our client’s specific needs.  This approach has proven successful and enables us to minimize the possibility of unwanted surprises while maximizing voting results.

Once our plan is in place, we organize and manage the proxy campaign, working collaboratively with other team members, including attorneys and management. We offer one-stop professional management handling a majority of the investor contact functions and operations.  We even create a “war room” handling all campaign details 24/7 – just like a political campaign.

What sets the SFI team apart from other proxy solicitation firms is our vast expertise in successfully managing political campaigns at all levels of government.  We understand how to run and win campaigns using savvy political communications techniques and the most state-of-the-art technology tools available. We use data-driven marketing and append 500 consumer data attributes from a database of 250 million consumer records to the client’s shareholder list. These marketing tools combined with scientific survey data allow us to micro-target likely supporters. Proxy fights are won and lost by knowing who your likely beneficial holders are and by being able to deliver a clear, impactful and meaningful message that motivate shareholders to participate in the process.

After the voting process is complete and following the Annual Meeting, we lead our clients through a detailed vote analysis with an eye toward identifying improvements for future solicitation campaigns.