Proxy Solicitation and Shareholder Meeting Services

Morrow Sodali provides comprehensive services to help companies around the world prepare, organize and conduct successful shareholder meetings and achieve maximum voting support from their owners. The firm’s proxy service teams combine local and cross-border expertise to (i) manage all aspects of meeting mechanics, (ii) reach both local and global investors, (iii) retrieve valuable data and (iv) ensure that shareholders’ voting instructions are included in the final tabulation. Morrow Sodali’s post-meeting reports include relevant data, trends and lessons learned during the solicitation. Client companies often combine Morrow Sodali’s Corporate Governance and Market Intelligence services with its Proxy Services to achieve maximum effectiveness.

Capabilities

Annual (AGM) and Special (EGM) shareholder meetings

Consent Solicitations

Cross-Border and Depositary Receipt campaign

SPAC campaigns

Private and memberships organization campaigns

Annual (AGM) and Special (EGM) shareholder meetings
The cornerstone of a successful solicitation is viewing it as a year-round commitment.

Morrow Sodali understands how critical it is for companies and their boards to obtain strong support from their shareholders given the impact this can have on investor confidence.

In the solicitation process leading up to shareholder meetings, the firm’s dedicated teams benefit from an extensive client base providing unique access to critical shareholder information, including the voting patterns of institutions, hedge funds, individual investors and other constituencies.

Morrow Sodali’s expert teams handle all aspects of the solicitation process, among which:

  • Delivering the initial analysis of the shareholder profile;
  • Drafting the solicitation plan geared to the specific requirements of the upcoming meeting, including the decision to target retail shareholders or not;
  • Reviewing the preliminary proxy statement, highlighting issues that may result in ‘withhold’ or ‘against’ recommendations from proxy advisory firms;
  • Scheduling and coordinating the distribution of the solicitation material;
  • Soliciting votes from all shareholder constituencies;
  • Updating clients throughout the entire process;
  • Delivering the Post Meeting review.
Consent Solicitations

While consent solicitations resemble proxy solicitations in many ways, there are both distinct and subtle differences between the two. Morrow Sodali is well attuned to these differences and the nuances of a consent solicitation, such as in the setting of record dates, the timing and approach.

In the event of a contested consent solicitation, or revocation of consent, Morrow Sodali’s dedicated contest team provides consultation, guidance and execution.

Cross-Border and Depositary Receipt campaign

Morrow Sodali’s global presence and reach have given the firm an extensive understanding of how to address global shareholder concerns with regards to the different procedures of the trading markets in which it operates.

Cross-border/Depositary Receipt solicitation campaigns are handled globally but benefit from the local presence of Morrow Sodali expert teams who understand how to tackle potential issues relating to local/regional shareholder communication, regulation and information transparency matters.

SPAC campaigns

Morrow Sodali has an unparalleled record of success as the Proxy Solicitor for SPAC transactions, having handled the vast majority of SPAC deals conducted during the past decade. The firm offers a customized proxy solicitation, information agent, and shareholder identification program that is critical to the successful completion of a SPAC transaction or tender offer.

Morrow Sodali is acutely attuned to the challenges and deadlines many SPACs face in reaching a positive voting result, and therefore offers its clients a unique perspective, expert counsel and specialist technical resources, from initial pre-meeting planning through completion.

Private and memberships organization campaigns

In addition to publicly traded companies, Morrow Sodali works with a number of non-public entities such as mutual insurance companies and condominium associations that are required to hold meetings of members or owners.

In such situations, Morrow Sodali creates unique mailing, tabulation and solicitation campaigns based on the particular requirements of non-public meetings.

Capabilities

Annual (AGM) and Special (EGM) shareholder meetings

Consent Solicitations

Cross-Border and Depositary Receipt campaign

SPAC campaigns

Private and memberships organization campaigns

Proxy Solicitation and Shareholder Meeting Services

Morrow Sodali provides comprehensive services to help companies around the world prepare, organize and conduct successful shareholder meetings and achieve maximum voting support from their owners. The firm’s proxy service teams combine local and cross-border expertise to (i) manage all aspects of meeting mechanics, (ii) reach both local and global investors, (iii) retrieve valuable data and (iv) ensure that shareholders’ voting instructions are included in the final tabulation. Morrow Sodali’s post-meeting reports include relevant data, trends and lessons learned during the solicitation. Client companies often combine Morrow Sodali’s Corporate Governance and Market Intelligence services with its Proxy Services to achieve maximum effectiveness.

Annual (AGM) and Special (EGM) shareholder meetings
The cornerstone of a successful solicitation is viewing it as a year-round commitment.

Morrow Sodali understands how critical it is for companies and their boards to obtain strong support from their shareholders given the impact this can have on investor confidence.

In the solicitation process leading up to shareholder meetings, the firm’s dedicated teams benefit from an extensive client base providing unique access to critical shareholder information, including the voting patterns of institutions, hedge funds, individual investors and other constituencies.

Morrow Sodali’s expert teams handle all aspects of the solicitation process, among which:

  • Delivering the initial analysis of the shareholder profile;
  • Drafting the solicitation plan geared to the specific requirements of the upcoming meeting, including the decision to target retail shareholders or not;
  • Reviewing the preliminary proxy statement, highlighting issues that may result in ‘withhold’ or ‘against’ recommendations from proxy advisory firms;
  • Scheduling and coordinating the distribution of the solicitation material;
  • Soliciting votes from all shareholder constituencies;
  • Updating clients throughout the entire process;
  • Delivering the Post Meeting review.
Consent Solicitations

While consent solicitations resemble proxy solicitations in many ways, there are both distinct and subtle differences between the two. Morrow Sodali is well attuned to these differences and the nuances of a consent solicitation, such as in the setting of record dates, the timing and approach.

In the event of a contested consent solicitation, or revocation of consent, Morrow Sodali’s dedicated contest team provides consultation, guidance and execution.

Cross-Border and Depositary Receipt campaign

Morrow Sodali’s global presence and reach have given the firm an extensive understanding of how to address global shareholder concerns with regards to the different procedures of the trading markets in which it operates.

Cross-border/Depositary Receipt solicitation campaigns are handled globally but benefit from the local presence of Morrow Sodali expert teams who understand how to tackle potential issues relating to local/regional shareholder communication, regulation and information transparency matters.

SPAC campaigns

Morrow Sodali has an unparalleled record of success as the Proxy Solicitor for SPAC transactions, having handled the vast majority of SPAC deals conducted during the past decade. The firm offers a customized proxy solicitation, information agent, and shareholder identification program that is critical to the successful completion of a SPAC transaction or tender offer.

Morrow Sodali is acutely attuned to the challenges and deadlines many SPACs face in reaching a positive voting result, and therefore offers its clients a unique perspective, expert counsel and specialist technical resources, from initial pre-meeting planning through completion.

Private and memberships organization campaigns

In addition to publicly traded companies, Morrow Sodali works with a number of non-public entities such as mutual insurance companies and condominium associations that are required to hold meetings of members or owners.

In such situations, Morrow Sodali creates unique mailing, tabulation and solicitation campaigns based on the particular requirements of non-public meetings.