The client company had received a shareholder resolution from a socially responsible institutional investor, who requested disclosure of data regarding the firm's environmental risks. SmithOBrien arranged for introductory meetings between the client and socially responsible fund managers and shareholder advocates.
During these meetings it was learned that, unbeknownst to company officials present, the company had sought and received SEC approval to delete a prior resolution on the same matter (filed with the company by the same investor) from its annual proxy statement to shareholders. Despite its highly regarded commitment to corporate governance, the client recognized that this action implied an attempt to deny shareholders' voting rights, and sought our counsel in organizing a subsequent meeting with the concerned parties.
SmithOBrien facilitated an understanding of common goals between the client, the shareholder advocates, and the resolution filer. An agreement was reached to disclose the requested information and there was recognition that an on-going dialogue would be mutually beneficial.
The institutional investor withdrew its resolution.