Proxy Solicitation

Annual General Meetings, Plan of Arrangements, Special Meetings, ETC.

In the current corporate climate, Issuers cannot afford to think that their annual general meeting (“AGM”) is routine.  Shareholder engagement is a year-round exercise and should incorporate a governance component together with the traditional performance metrics.  In assisting clients with their AGM preparation, Gryphon not only focuses on the current governance issues, but we are also forward thinking and will identify issues that are going to be front and centre in the very near future.  Our advance review of your Management Information Circular will identify issues that are typically problematic for large investors and/or the proxy advisory firms, most notably Institutional Shareholders Services and Glass Lewis & Co.

Utilizing our proprietary database and leveraging our relationships with the various market participants in the proxy voting chain (institutions, arbitrageurs, custodians, Broadridge, etc), Gryphon will provide vote projections based on our thorough understanding of the institutional community and their internal policy guidelines.

On each of our mandates, Gryphon creates a unique communication strategy and a comprehensive solicitation timetable to ensure our clients are fully aware of all aspects of the project. Our solicitation programs can include a full scale telephone outreach to retail and institutional securityholders, subject to gaining agreement with clients on the parameters and overall objectives of the solicitation campaign.  Furthermore, our team will host conference calls with governance committees and make in-person visits to the largest institutions, as well as recommend how to obtain a favourable voting report from ISS and Glass Lewis.

After a company’s AGM, Gryphon re-engages with the client to evaluate results of the solicitation and the vote in order to assess appropriate follow-up with shareholders. Gryphon’s analysis and ongoing input on governance issues should be used by Management to revamp their shareholder engagement plans over the coming year to address issues identified from the AGM.

For further details, please contact us with any questions.

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