Shearman & Sterling LLP 16 | Shareholder Engagement
Only four Top 100 Companies disclosed
in their proxy statement that they
have adopted a policy regarding
shareholder engagement.
report that engagement is handled
by Lead Independent Director /
Independent Board Chair.
report that engagement included
a committee chair, generally of the
compensation committee.
The Engagement Team
The composition of the engagement team varies
depending upon the configuration of the senior
management team at the company as well as
the subject matter of the discussions. For most
companies, the CEO, the CFO, the head of
Investor Relations and the Corporate Secretary
are significantly involved in the engagement
process. In some companies, depending on the
topic, other executives may also be included as
part of the engagement team, such as the General
Counsel, the head of Human Resources and other
subject matter experts. A key issue in forming an
engagement team is the extent to which board
members (and if so, which board members) will
participate in the engagement process.
Regardless of formal policies, companies are
disclosing that board members are engaging
with shareholders.
Yes
No
Did Not Make
Any Shareholder
Engagement Disclosure
40
41
19
companies that disclosed that their
board members are engaging or open
to engaging with shareholders:
Of the
19
40
15
6
96
4
Adopted a Policy
Did Not Adopt a Policy
report that engagement is handled by
Board Members / Independent Board
Members / Non-Management Directors.