Investor Relations & Corporate Governance By Board Of Directors (Webinar Attendee Question)

Most of the companies I have worked with previously involved the Board of Directors in more of a counselor rather than active participant role in investor relations activities. In addition to regular updates on the status of our investor relations plan and following up on specific requests for information or suggestions for improvement, I discussed major changes in IR activities such as the discontinuation of management outlook (financial guidance) with the Board of Directors. Of course, dividends, stock splits and share buybacks are Board decisions. As it relates to interactions with investors, companies have mechanisms in place for shareholders to submit inquiries to the Board of Directors and the Board is present at company annual meetings. I attended a joint meeting of NIRI and corporate secretaries and governance professionals recently and the topic of interactions between the Board and investors was briefly mentioned as it relates to “Say on Pay.” Some institutional investors are asking to speak to members of the compensation committee of the Board of Directors prior to voting the proxy.

My experience also limited the interactions between IR and the Board. Only in the event of significant changes or issues did the CFO present an item to the Board.