Shareholder Resolution Campaign 2002
Answers to Common Questions

Who can file a shareholder resolution?

Shareholder resolutions are governed by the rules of the Securities and Exchange Commission. These rules specify that any shareholder who holds more than $2,000 of a company’s stock for a period of at least one year prior to the filing deadline may file a shareholder resolution.

When are resolutions filed?

The timetable for filing resolutions is determined by when the company holds its annual meeting. Most companies have a December fiscal year and hold their annual meetings the following April or May. In these cases, the filing deadline is some time in November or December. The exact deadline for each company is specified near the end of the previous year’s proxy statement.

How does the UFE/RW shareholder resolution process work?

The process begins in the fall with a survey that matches potential focus companies with our members’ holdings. Once this survey is completed, we will narrow the list to those 8-12 firms that will actually receive resolutions. Approximately two weeks prior to the filing deadline, you will receive (by e-mail if you have it, otherwise by regular mail): a copy of the resolution, a copy of the filing letter that needs to accompany your resolution, and a list of easy-to-follow instructions. In general, most filers simply need to fill in their address and the number of shares they own, sign the filing letter and mail it off.

Will the resolution I file automatically be placed on the proxy ballot?

No, there are numerous challenges a company can bring to exclude a resolution from the ballot. The UFE/RW staff will assist you should your resolution be challenged.

Do I need to attend the shareholder meeting?

No, you may designate a representative to present the resolution on your behalf. If you do decide to attend we will work with you to write a short speech introducing the resolution and to provide media coaching where necessary.

Have any UFE/RW resolutions won?

This is a question we are often asked. None of our resolutions have garnered the 50% of the vote generally associated with winning. But in the world of proxy voting, even a majority vote (which several dozen resolutions have garnered) doesn’t constitute victory, as corporate managers are not compelled to implement shareholders’ democratically expressed wishes. We believe that many of our resolutions have "won" in that they have provoked considerable dialogue and debate about issues of concern to our members.

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