의결권 권유 및 주주 엔게이지먼트
- Pre-launch strategy session to marry client needs and proposals to an overall solicitation strategy.
- Complete an analysis of the institutional and retail shareholder base to understand the source of voting shares.
- Conduct a voter identification effort to uncover the voting positions behind the custodian, banks and brokers.
- Engage with institutional investors in dialogue based on the type of proposals at hand.
- Ongoing monitoring of voting trends, insights and results. Adjust strategy as required.
- Devise a retail outreach strategy directed to the NOBO and other retail shareholders (if applicable).
주주 엔게이지먼트 관련 자문
Engagement on ESG issues is a critical part of a company’s business strategy. Our Advisory team will assist you in organizing and preparing for shareholder engagement.
- Provide a detailed analysis of how your largest institutional investors voted at your most recent shareholder meeting to identify opposition voting and assist with off-season engagement prioritization.
- Calculate ISS and Glass Lewis’ influence on your largest investors’ proxy voting decisions.
- Assist in identifying the optimal team of subject matter experts to engage with institutional investors.
- Assist in outreach to institutional investors and proxy advisory firms (ISS and Glass Lewis) to facilitate and coordinate engagements.
- Conduct extensive pre-engagement preparation with engagement team including senior management and directors.
- Provide customized investor profiles in advance of engagements to identify points of emphasis and potential pressure points.
- Review proxy statement from an institutional investor and advisory firm perspective and provide examples of best-in-class disclosures.
Mutual Funds, SPAC’s, BDC’s
- For corporate entities or investment companies with significant retail share ownership, we maximize meeting participation by providing shareholders with voting access and education.
- Our retail voting analytics unlock insights on shareholder’s behaviours and provide voting projections to better manage the solicitation strategy.
- Utilizing a variety of communication tools, we successfully blend campaign strategies to maximize participation. These strategies include telephone calls,email, text, and social media.
보수한도, 거버넌스 및 지속가능성 관련 자문
Alliance Advisors has built a compensation team that is second to none. We have specialists with deep relevant experience who come from ISS, Glass Lewis, major compensation consultants and major institutional investors.
- Help develop an equity compensation plan to maximize shareholder support.
- Conduct an institutional shareholder profile to determine the equity plan voting policies of your top institutional shareholders.
- Model your equity plan proposal against the guidelines of the major Proxy Advisory Firms, make recommendations to improve scoring against these models.
- Review the quantitative features of your plan, such as burn rate and voting power dilution, to determine how large shareholders are likely to vote on the plan.
- Perform vote projections to determine likely outcome of the proposal.
- Assist in drafting proxy language to best position the plan to shareholders.
Alliance will work with you year-round as governance topics arise. Most of the business decisions a company makes will have an impact on how shareholders, other stakeholders, and the proxy advisory firms engage with you and make vote decisions. Alliance Advisors will make you aware of potential concerns and how best to address them.
Circular / Proxy / Agenda Review:
Anticipating risks to the items up for shareholder approval and devising a plan of action are some of the ways we prepare clients and ensure successful shareholder meeting outcomes.
- We will perform a comprehensive review of the proxy statement/circular and related materials from an institutional investor and proxy advisory firm perspective to highlight potential areas of concern.
- Work with issuers to ensure disclosures are clear and meet transparency expectations of institutional investors. Provide examples of best-in-class disclosures and advise clients on how to align with these.
- Project expected levels of shareholder support for particular ballot items, identifying shareholders likely to oppose and their rationale.
- Provide research, advice, and voting projections on shareholder proposals.
We will help you understand how your company’s governance policies and practices compare to peers, provides valuable perspective on the evolution of best-practice and advise on areas where your company may be lagging.
- Review and baseline current governance practices to identify focus areas.
In-depth analysis of performance against industry peers (local and global) to identify priority opportunities for improvement.
- Provide updates on trends in ESG, shareholder activism, institutional investor policies, and related topics to support board and management.
We provide year-round support to companies at every stage of their ESG program to manage key risks, create value for stakeholders, and clearly communicate their sustainability story. As part of our advisory services, we partner with companies to:
Assess – Understand sustainability-related objectives and identify key priorities.
- Determine baseline, perform peer benchmarking and conduct gap analysis
- Execute materiality assessments and investor-focused perception studies.
Apply – Develop ESG strategy and approach using guidance and expertise delivered by Alliance Advisors.
- Establish or strengthen sustainability oversight by the board of directors and senior leadership, in part through internal education sessions.
- Create or strengthen framework to achieve short-, medium-, and long-term sustainability objectives.
Disclose – Publicly report on ESG-related processes, performance and progress.
- Collect data and develop content to publish annual ESG reports, website disclosures, and policies.
- Align with global ESG frameworks, standards, & ratings.
Engage – Effectively communicate ESG efforts and goals to internal and external stakeholders.
- Plan and prepare for sustainability-related shareholder engagement.
- Draft ESG information in annual report and filings, including proxy statement.
M&A, 행동주의 및 특별상황
- Review of documentation – Governance and Messaging: This includes suggestions for all documentation, including the Chair’s letter and analysis of a survey questionnaire delivered to retail shareholders.
- Share register and beneficial ownership analysis; including Identification of the Key Institutional and targeted retail shareholders, the proxy advisors and other influencers they subscribe to, and their voting influence over the register.
- Proxy Advisor Engagement Support: We prepare Directors for engagement meetings, source and distribute reports where appropriate, and provide a written response in the event of a negative recommendation.
- Shareholder Engagement Program: A meticulously planned and executed campaign to extract maximum support and participation from the Institutional and Retail shareholders.
- Micro Website, Social Media and Advertising and Email Campaigns
Alliance Advisors can advise corporations on how to defend themselves from an activist attack or advise an activist.
- All activist defense programs start with an institutional Investor analysis to identify major shareholders.
- For either offense or defense we can advise on the appropriate content of public statements, what to send to shareholders, and when.
- Once the fight is under way, we can conduct outreach programs to both institutional and retail shareholders.
- Through our Proxy Logistics division, we can handle SEC filings, printing, proxy solicitation and tabulation.
Alliance Advisors can advise on tender offers, redemptions and all types of special situations.
- Distribute offering materials to bank and broker Corporate Action departments.
- We will monitor how the transaction at hand is being received by your shareholders through interaction with key shareholders.
- Set up and train staff to answer incoming calls regarding the transaction.
- Monitor actual responses coming into Corporate Actions departments.
기관 투자자 정보
주주판명 및 조사
Our proprietary data base was built on data from thousands of shareholder meetings dating back to 2005. We use this data to identify and profile institutions behind your trading activity.
With over 20,000 plus institutions in our data base our data analysts continually update the mapping of custodial profiles to institutional investors, giving us the ability to very accurately identify shareholder ownership behind the custodians.
- Ownership Insight – weekly reporting that tracks ownership changes. No more relying on stale 13F data.
- Market Surveillance – Qualitative analysis of daily trading, market activity and ownership changes.
- Investor Targeting – Quantitative two step peer analysis to provide a list of potential Investors.
- Perception Studies – Actionable data to improve your corporate image and communication with the investment community.
투자자 타케팅 및 NDR
In a typical year, our market intelligence team organizes more than 2,000 one-on-one meetings with the sell-side analysts, institutional investors, retail financial advisors, family offices, high-net worth individuals and investment bankers we identify as being the most appropriate for our client’s stories.
- Investor Targeting: Quantitative two-step peer group analysis to provide a list of potential investors.
- Perception Studies: Actionable data to improve your corporate image and communication with the investment community.
- Access to Data: We pull institutional voting data through our proxy solicitation service which separates us from the “pure” market surveillance firms and translates into a powerful, up-to-date and ever-expanding account/custodian database.
- We will analyze your shareholder base to look for normally management-friendly retail votes on the shareholder and NOBO lists.
- With an outreach strategy in place, Alliance Advisors gather home, cell, and email data needed to conduct an outbound strategy.
- We will use a combination of outbound phone calls to home and cell phones. In addition, we use text and email to drive calls to our inbound 800 lines for online voting.
의결권 관련 실무 및 가상 주주총회
The Proxy Logistics Group at Alliance Advisors provides clients with a single source solution to handle all aspects of your obligations and tasks required to conduct a shareholder meeting.
- Our single source solution eliminates the need for our clients to coordinate scheduling and production with their transfer agent, DTC, financial printers, transporters, web hosting firms, mailing and distribution centers and the various proxy intermediaries for their shareholder meetings.
- With hundreds of corporate clients serviced annually, our Proxy Logistics experts will take over managing this end to end process from printing and mailing to vote tabulation and Inspector of Elections for annual, special and contested meetings.
- Our clients, both large and small, utilize our turnkey model to ensure all procedures are properly executed, all timetables are met and the entire proxy process is professionally managed with a view towards financial efficiencies.
Alliance Advisors offers a convenient and effective solution for companies that want to conduct a virtual or hybrid shareholder meeting.
Our service includes:
- Shareholder Verification Protocol.
- Meeting Presentation Materials and Branding.
- Administrative Privileges to Board Members.
- Beneficial and Registered Holder Day of Meeting Secure Voting Capabilities.
- Shareholder Q&A Features.
- Meeting Playback File for your Company Website.