Ralph Ward of Boardroom Insider asked how boards should handle the ban on broker voting.
Naturally, boards will want to analyze the broker element of the proxy voting for their company. Yet any outreach to shareholders by the board should begin with a board-shareholder communication plan. Boards need a written communication policy, as prescribed by the National Association of Corporate Directors suggest in their Blue Ribbon Commission on Board-Shareholder Communication. What are the goals of the board’s communication? Will they take a minimalist approach because there have been few shareholder petitions? Has shareholder communication to the board increased in the past year? What are their vulnerabilities?
Writing a board communication policy causes the board to think through these issues, enabling them to anticipate and avoid crises and to protect the company’s brand.
Boards face other changes on the horizon including shareholders’ bill of rights and proxy access. By working through these issues, boards begin to come to terms with the changed world in which they are operating. Smart board-shareholder communication is one way that boards can retain and regain control rather than cede their authority to critics through silence.