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Today, shareholders are increasingly demanding corporate accountability on a variety of issues, ranging from compensation and human capital management to governance and board diversity, among others. As a result, most companies will need to consider the most effective ways to engage with their key shareholders. Shareholder engagement can come in a variety of forms, including proxy statement disclosure, investor relations (IR) activities, earnings calls and road shows.
This guide focuses on direct engagement between a company and institutional shareholders outside of a contested election. Whether a company needs to engage with its key shareholders to address a specific governance or executive compensation issue or as part of an annual or ongoing program to foster good relations, it should consider certain factors such as purpose, timing, participants and legal requirements which are discussed below.
TechnipFMC plc: Annual General Meeting of Shareholders on 20 May 2021
Regulatory News:
TechnipFMC plc (
TechnipFMC ) (NYSE:FTI) (Paris:FTI) (ISIN:GB00BDSFG982) announced today that it has filed definitive additional materials (
Additional Materials ) related to its definitive proxy statement on Schedule 14A with the U.S. Securities and Exchange Commission (the
SEC
Proxy Statement ) for the 2021 Annual General Meeting of Shareholders (the
Annual Meeting ). In connection with the Annual Meeting, shareholders are being asked to, among other proposals, elect Ms. Sophie Zurquiyah and approve the prospective directors remuneration policy, as described in proposal 1(i) and proposal 4, respectively, in the Proxy Statement. In May 2021, Glass Lewis, a proxy advisory firm, issued voting recommendations relating to the Annual Meeting. Glass Lewis recommends voting against Ms. Zurquiyah s nomination for election to the board of directors and our prospective director remuneration p
9. Proxy Advisory Firm Voting Policy Updates.
10. Diversity Considerations.
12. Hedging Disclosure Requirements Now Applicable to Smaller Reporting Companies and Emerging Growth Companies.
A. COVID- 19
1. SEC’s COVID-19 Supplemental Guidance Reinforces Importance of High-Quality Financial Reporting.
On June 23, 2020, the SEC’s Division of Corporation Finance (the Division) released CF Disclosure Guidance: Topic No. 9A (the Supplemental Guidance), which supplements CF Disclosure Guidance Topic No. 9 (the Original Guidance). The Supplemental Guidance provided the Division’s additional views regarding operations, liquidity, and capital resources disclosures that companies should consider with respect to business and market disruptions due to COVID-19. In the Supplemental Guidance, the Division reiterated that it will continue to monitor companies’ disclosures of the impacts and risks of the ongoing COVID-19 pandemic on their businesses, financial condition, and results of o