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Author: AliceKottmyer Big red star, 1000 posts Add to my Favorite Fools Ignore this person (you won't see their posts anymore) Number: of 49678  
Subject: ... and another potential proposal Date: 7/9/2002 11:08 PM
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The other thing about Disney that has always gotten on my nerves -- since I've been to four of the last five shareholder meetings -- is the practice of the senior leadership to simply adjourn the meeting and walk out at about the two hour point, even if shareholders are at the microphones waiting to ask questions.

Now, I realize:
(1) other companies probably don't spend a lot of effort on their shareholder meetings, either;
(2) some shareholders ask questions which probably shouldn't be asked at a shareholder meeting, and
(3) the shareholder meeting in 1997 in Anaheim (which I did not attend, since I wasn't a shareholder yet) was a five-hour slug fest, at which people damn near threw chairs and custard pies at each other.

Having said all that, I offer the following --

For those small shareholders who really want to grill the leadership with multiple questions, there is no opportunity at the shareholder meeting. You have to make sure you sit near a microphone, first. Then, once you say your piece, that's it -- there is no opportunity for second questions.

Second, only about two hours (and change) is allotted for the meeting, but the first hour is taken up with reports from executives which are right out of the annual report anyway, and are a waste of time. If a person is sitting in that meeting, he is a shareholder, and has already received the annual report. No need to rehash it.

Third, shareholders are admonished in the Q&A to "keep it short," which I personally think is the height of arrogance. It is the "annual meeting of shareholders," not the "annual meeting of the Board" or an "executive retreat." Shareholders should be able to say whatever they want to say, and take as long as they want to say it. And senior management and the Board should sit there and pretend to listen.

Fourth, after attending several of these dog-and-pony shows, one quickly gets the impression that it is only a square-filling exercise. The strange thing is that the wrong square is being filled -- I understand that the State of Delaware (where Disney is incorporated) does not require "live" shareholder meetings anymore -- they can be held over the Internet. I am not advocating that, but if all the company wants to do is fill some square, holding the meeting over the Internet would certainly save a ton of money. Can you imagine how expensive it must be to rent the hall, all the hotel rooms, send the advance I.S. gaggle out to prepare the hall, then dispatch about three airline-sized corporate jets with all the executives and spouses, fly in, feed and water all the Board members and spouses -- sheesh. A million here, a million there, and pretty soon you're talking about real money.

Finally, large shareholders have access to management (and the Board) whenever they please. But small shareholders have no opportunity to express their opinions or otherwise communicate with management, except on this one day. Yes, it is tiring work for Eisner; he has hot lights trained on him; in Hartford, when shareholders were at the microphone defending their proposals, Eisner stepped back from the podium into the shadows and gulped water from a plastic bottle. He was clearly hot and tired -- but he could always call an intermission, if he wanted to. The meeting should not adjourn until (1) there is no one left at the microphones, or (2) a majority of shareholders, by voice vote, vote to adjourn (after a motion and second).

I was sitting next to the microphone at Hartford, and was first in line, said my piece, then sat down. When Eisner adjourned the meeting (and you can tell when he's about to adjourn, because he starts looking at his watch), the person who was next up in line at that microphone was a kid of maybe 12 or so. She expressed disappointment when the meeting ended, echoed by those in line behind her. A grownup, presumably her mom, said, "It's okay, honey. They're very busy."

I thought, "Busy? What the hell else do they have to do today, that is more important than this?" In this new era of accountability, I think the shareholder meeting is where at least the illusion of accountability should start -- even if everyone in the front of the room has mentally returned to Burbank or Ireland (or wherever).
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