Friends Fiduciary (FFC) took the lead advocate role in sending letters to BNY Mellon and PNC expressing concern over virtual-only shareholder meetings. Virtual-only shareholder meetings are widely criticized for limiting shareholder participation, and bylaw amendments by BNY Mellon and PNC signaled their intent to conduct virtual shareholder meetings exclusively. 
FFC, along with the letters’ signees, have requested that BNY Mellon and PNC continue in-person shareholder meetings and use virtual shareholder meeting technologies only as an adjunct to in-person meetings.
Virtual shareholder meeting technologies have the potential to broaden effective ownership by making meetings accessible to shareholders who couldn’t otherwise attend. Many companies have opted to use the “hybrid” model, maintaining in-person meetings while adding a virtual element.
As stated in their letter, in person shareholder meetings are important in that
The purpose of a face-to-face shareowner meeting is not exclusively about exchanges between management and shareholders and vice versa; a crucial element is the opportunity for one shareowner to hear the comments of others, unscreened by management. Without the capacity for shareowners to freely access the microphone to address management and each other, one of the most central attributes and aspects of “ownership” would be lost.
To view the letter sent to BNY Mellon, click here To view the letter sent to PNC, click here The Council of Institutional Investors (CII) maintains the following policy:
4.7 Electronic Meetings: Companies should hold shareowner meetings by remote communication (so-called “virtual”meetings) only as a supplement to traditional in-person shareowner meetings, not as a substitute.
I wish CII would take a larger role in discouraging lockout meetings. I’m delighted to see FFC take up this important issue. I encourage readers to email BNY Mellon and PNC expressing your wish for hybrid meetings.
- Andy Clark BNY Mellon Center – Room 151-3347 Pittsburgh, PA 15258 Phone: +1 412 234 4633 Fax: +1 412 236 5461 E-mail: Investor Relations
- William H. Callihan, Senior Vice President, Director of Investor Relations Investor Relations The PNC Financial Services Group, Inc. One PNC Plaza 249 Fifth Avenue Pittsburgh, PA 15222-2707 investor.relations@pnc.com
Representatives from BNY Mellon called to tell me the change in their bylaws allowing virtual-only meetings was done in case of an emergency situation, “like 9/11.” Good to know; would be better if the bylaws clarified that intent, instead of leaving it open.