Annual Meeting
A guide to planning the
INTRODUCTION 3
Corporate Governance Considerations 4
Notice & Access 5
Beneficial Holders 6
THE ANNUAL MEETING:
AN OVERVIEW 7
Broker Search 8
Depository Trust & Clearing Corporation 8
Electronic Consent and Distribution of
Meeting Material 9
File Consolidation And Integrated Voting
Tabulation of Employee Data 9
Mail Consolidation – Householding
and Merging 9
Physical Material Fulfillment 9
Integrated Proxy Voting 10
Notice And Access Compliant Solution 10
Integrated Proxy Tabulation 10
Management Reporting 10
Inspector of Election 10
PLANNING CHECKLIST 11
Corporate Documents Checklist 12
Broker Search 12
Key Meeting Information 13
Tabulation Specifics 14
Voting Specifics 15
Enclosures 16
Mailing 16
Material Handling 16
Mail Consolidation – Householding
and Merging 17
Proxy Card Preparation 17
Distribution of Proxy Material to Street Holders 17
Proxy Tabulation Results 18
Web Hosting of Material 19
TIMELINES 20
Annual Meeting Milestone Checklist 21
Notice And Access Timeline 23
Householding Timeline 23
Electronic Voting Timeline 25
Employee Distribution and Voting Timeline 26
SAMPLES 26
Annual Report Copy Recommendations 27
Householding Letter 28
Issuer Letter 29
Authorization Letter to
Beneficial Holder Provider 30
Authorization Letter to DTCC 31
Report Of The Inspector(s) of Election 32
Depository Trust Company Registration 33
Proxy Committee Ballot 35
Certificate of Inspector of Election 36
Physical And Electronic Material Delivery
Specifications 37
2
Annual Meeting Planning Guide INTRODUCTION
Introduction
We’re pleased to offer you this guide as a single
source for all aspects relating to your annual
meeting.
Equiniti Trust Company (EQ) understands that your
annual meeting is much more than a requirement
to meet regulatory obligations. It offers your
company an opportunity to build and strengthen
vital relationships, face-to-face, with your registered
and employee shareowners. EQ’s annual meeting
and proxy services will allow you to demonstrate the
care you have for your investors while exceeding
their expectations. What’s more, a successful
meeting will support key corporate goals, whether
that’s obtaining approval for a planned corporate
action or addressing issues relating to executive
compensation.
There are numerous milestones and key deliverables
that require coordination between your transfer
agent, the Securities Exchange Commission
(SEC), Employee Stock Plan Administrator(s) and
other third parties. EQ serves as your single point
of contact, seamlessly addressing all regulatory
requirements, mechanical aspects of the meeting
and your unique considerations, allowing your team
to focus on your strategic business imperatives.
Planning your company’s annual shareholder meeting is
a process that can be filled with complexities of all kinds
– from complying with regulatory issues to navigating
industry challenges to flawlessly executing the mechanics.
3
EQ’s Annual Meeting Planning Guide is designed
to serve as a key resource to help you through the
entire planning process. In this guide you will find:
Meeting preparation tips and guidelines
•
We’ll walk you through the entire planning
process, highlighting key considerations and
outlining how EQ will simplify your role as well as
identifying opportunities for cost savings. Use our
helpful planning questionnaire to identify specific
requirements and confirm keydeliverables.
Event timelines
•
Not only must regulatory requirements be
met for compliance with the SEC’s Notice
and Access solution, but it’s also important to
plan accordingly for electronic voting options,
householding and other major components.
Sample forms and material
•
Helpful templates to customize corporate
documentation.
Corporate governance considerations
The regulatory landscape, corporate governance
issues and shareholder activism continue to play a
major factor in annual meeting planning.
Traditional issues, such as obtaining a quorum
and electing directors, remain a constant factor.
Weighty considerations often include:
•
Short solicitation periods (from mailing to
meeting)
•
Super-majority vote requirements
•
Heavy institutional ownership, including
institutions with voting guidelines that rely on
the recommendations of influential organizations
such as Institutional Shareholder Services (ISS)
•
Brokers have limited “discretionary” voting
authority
•
Increased street-name ownership that requires
the fulfillment of proxy material, whether printed
or electronic
•
Low stock prices, reflecting the sentiment of
disenfranchised investors
•
Coordination of fulfillment of street-name
shareholders and/or multiple vendors’ processes
Through our affiliates, D.F. King & Co., Inc.
1
and
EQ Fund Solutions, a team of skilled professionals
will translate complex legal and compensation
consultants’ governance advice into tactical plans
for obtaining the shareholder votes required to
fulfill your corporation’s proposals. Our Proxy
Solicitation and Corporate Governance Advisory
Services specialists employ a proactive, year-round
advisory model rather than treating
your annual meeting as a one-time event.
For example, we can provide a quarterly report
that details changes to your ownership base from
a proxy voting perspective, delivers regulatory
updates and their expected impact, as well as
includes a discussion of emerging best practice
responses. These regular updates can help you
identify potential risk factors earlier in the annual
meeting planning process, when there is time for
effective analysis and response to mitigate their
potential impact.
Proxy solicitation
As a leading proxy solicitor known for managing
some of the most complex solicitations and
communication challenges, we offer clients
an informed perspective on a wide range of
shareholder, corporate governance and
proxy-related issues through our affiliates
D.F. King & Co., Inc. and EQ Fund Solutions.
These optional services offered to clients include:
•
Mutual fund proxy solicitation
•
Information agent services
•
Shareholder activism advisory services
•
Shareholder identification services
•
Capital markets consulting
•
Credit markets intelligence
•
Regulatory compliance & tax audit studies
With our proven history of consultative, flexible and
accountable partnerships, you can be confident
that you’ve engaged a provider who can offer you
a proxy solicitation solution built to accommodate
1
D.F. King operates as D.F. King & Co. Inc. in the United States.
4
your specific business objectives. This is a solution
supported by our corporate discipline of project
and risk management, secure infrastructure, deeply
experienced support teams and at the front line,
tenured talented service professionals. Thisallows
us to deliver reliability, flexibility and broad
scalability.
As your solicitation agent, EQ’s team will serve
as a trusted advisor. In advance of your solicitation,
we will:
•
Project likely voting by your larger institutional
investors on your potential voting issues
•
Evaluate which of these investors practice
internally-driven voting, versus those who
typically follow proxy advisor recommendations
•
Indicate if your compensation practices or
other issues will trigger negative proxy advisor
recommendations
•
Provide an objective review of your draft proxy,
ensuring clarity rather than ambiguity
•
Assist you in developing relationships with the
governance leaders and proxy voters within
your larger investors who’ve demonstrated a
willingness to engage with portfolio companies
in advance of proxy season – sharing their
perspective, policies and hot button issues
•
Help fine-tune your proxy disclosures to reflect
your pre-proxy dialogue with top investors
During the solicitation campaign we:
•
Provide real-time interpretation of street-name
voting patterns, identifying which significant
investors represent blocks of votes cast in
custodial (not investor) name
•
Recommend follow-up solicitation with larger
unvoted retail investors, balancing costs against
likely incremental supportive vote pickup
•
Help avoid “surprise” negative votes and
director withholds, ensuring that you can advise
your Board of Directors that you took all prudent
steps to preempt this and mitigate risk
•
Help you effectively communicate with your
registered and employee shareholders via
multiple channels, including:
•
Dedicated, toll-free access to experienced
Customer Service Representatives (CSRs),
trained asyour company “specialists”
• Online live chat with CSRs
• A flexible Interactive Voice Response (IVR)
system
These vehicles provide shareholders with resources
to further their understanding of your proxy
proposals. What’s more, for our transfer agent
clients, we hold both the registered and employee
files and related tabulation records, promoting
the seamless addition of proxy advice and
solicitationdata.
Our role continues after the annual meeting. We
provide a post-meeting analysis of which investors
cast negative votes and why. This is necessary to
facilitate effective post-event engagement and is
intended to correct the underlying causes for the
negative votes.
As your ownership base turns over throughout the
year, we deliver regular updates that summarize
new influential shareholders, their voting practices
and degree of proxy advisor reliance. As an added
benefit, we will also share the best practices and
lessons learned by other clients.
Please reach out to your Relationship Manager
who will coordinate a discussion with our team to
evaluate how we can help you meet your corporate
goals through our consultative and highly effective
proxy solicitation and corporate governance
advisoryservices.
Notice & Access
The SEC’s mandate that issuers offer shareholders
a cookie free, web-based method to access proxy
and annual meeting materials has been in effect
since 2009. This requires you to (at minimum)
post a full set of annual meeting materials on your
transfer agent’s website. This material must be
easily accessible, searchable and downloadable
for local printing. Issuers may opt for one of two
Notice and Access compliant methods.
Annual Meeting Planning Guide INTRODUCTION
5
NOTICE ONLY. Using this method, issuers mail a
“Notice” to shareholders no fewer than 40 days
prior to your annual meeting that provides the
below information in plain English:
•
Announcement of availability of proxy materials
for your shareholder meeting
•
The date, time and location of your meeting,
including instructions for attendees
•
Each proposal that will be presented, along with
your company’s recommendation (no supporting
materials need to be sent)
•
The web address for online access
•
Instructions for requesting hard copy material
(with the deadline for making this request),
including a toll-free telephone number. This
must be delivered within three business days
of the shareholder’s request via first class mail
•
A unique shareholder identifier (e.g. control
number) for accessing this online information
•
Instructions for electronic voting (via telephone
andInternet)
You may send shareholders a physical proxy card
ten days following the Notice’s distribution.
FULL SET DELIVERY. Using this traditional
method, issuers distribute a full set of annual
meeting materials, including the annual report,
proxy statement, proxy card and return envelope.
Instructions for accessing materials online are
included. As an option, we can also include the
instructions for electronic voting.
Based on your shareholder profile, you may elect to
use a combination of these methods. Please reach
out to your Relationship Manager to discuss these
options.
Beneficial holders
Beneficial shareowners hold their shares in street
name at a broker dealer. Most broker dealers have
outsourced proxy notifications to vendors such as
Broadridge Financial Services or Mediant Financial.
These vendors, on behalf of the broker dealers,
facilitate communications between you and your
non-registered shareholders. Be sure to indicate
your notice and access delivery preference with
designated vendors.
EQ will notify vendors of your record and meeting
dates, requesting confirmation of the quantity
required to mail to beneficial owners as
of the record date. We encourage clients to allow
EQ to coordinate your beneficial holder process,
and maintain a single point of control
and access to all of your proxy-related activities.
6
The annual meeting
anoverview
The annual meeting process is
multi-faceted and requires expert
coordination of its mechanical
requirements. From broker search to
proxy material to shareholder voting
options, EQ’s Proxy and Annual
Meeting Services employ a discipline
of specialized knowledge, in-depth
consultation and flawless execution.
Annual Meeting Planning Guide THE ANNUAL MEETING – AN OVERVIEW
7
Broker search
EQ manages the preparation and
distribution of search cards to brokers, banks,
nominees and record holder/respondent banks.
Our Broker Search Unit will provide your RM
with the amount of material required to mail
to beneficial holders, which must take place at
least 20 business days prior to the record date
as required by SEC Rule 14a-13.
EQ’s broker search process is automated. Upon
client notification, we notify the various brokers,
banks and nominees via Broadridge. Third parties
easily log on to our system to advise material
needs for “street name” holders. Brokers generally
respond with an estimate within seven business
days upon receipt of the request for materials. Final
counts are confirmed three days after record date.
We will then add these numbers to the total
quantity required. You may also want to account
for any extra material (e.g. for internal use, to have
onsite at the annual meeting, etc.)
Depository trust & Clearing corporation
Authorization Letter to DTCC: Page 31
DTCC Registration: Page 33
The Depository Trust & Clearing Corporation
(DTCC) oversees security positions of banks and
brokers. These entities are important to your vote
and issuers must secure critical information online
from the DTCC using its Security Position Reports
(SPR). Clients utilize www.dtcc.com to register their
companies to receive securities position listings
online, as well as to authorize others within their
organizations and third parties, such as EQ and
independent solicitors, to view, print and download
this data.
Electronic consent and distribution of meeting
material
Web Hosting Requirements: Page 19
EQ can help you increase your shareholders’
adoption of this efficient and cost effective method
for fulfilling your annual meeting material. The
more consented investors you have, the greater
the savings on traditional stock, printing and
postage-related expenses. The online
enrollment process is secure, fast and easy.
Our approach begins with a clear understanding of your goals
for the event. Typical considerations are ensuring a quorum is
obtained, electing the board’s nominees and passing board
proposals. We do so via your Relationship Manager (RM),
who will expertly manage the entire process related to your
registered, plan and street elements.
Your EQ Relationship Manager will SEAMLESSLY
address all of your needs.
REGULATORY
REQUIREMENTS
MECHANICAL
ASPECTS
UNIQUE
CONSIDERATIONS
8
File consolidation and integrated voting
tabulation of employee data
Employee Distribution & Voting Timeline: Page 25
Many of our clients have employee stock plans
managed by outsourced plan administrators.
The coordination and consolidation of these files
are a routine event for EQ. EQ offers what it refers
to as a “uni-card” option. This feature combines
multiple holdings on a single proxy card. Thus,
a shareholder with shares in the common stock,
restricted stock plan and 401(k) plan can receive a
single proxy card with all three accounts.
Please be advised that if the “uni-card” option is
selected, your proxy card must be modified slightly
to allow room on the reverse side for a listing of the
shares represented by the combined proxy card.
We do encourage our clients to request that your
plan administrator(s) provide us with employees’
email addresses. In turn, we will email a unique
control number to each employee with a link
to the proxy materials and EQ’s proxy voting
website. Contact your Relationship Manager for file
transmission guidelines.
Mail consolidation – householding
& merging
Householding and Merging Timeline: Page 23
Sample Householding Letter: Page 28
Issuers may opt to consolidate a mailing by
sending a single copy of the annual report and
proxy statement to multiple accounts. EQ offers
two options to execute this – one by merging
multiple cards for an individual into a package
and the other by combining individual cards that
belong to shareholders within the same household
into a single package. There are potential savings
in combining multiple proxy cards into a single
package. The company can reduce postage
expenses as well as printing costs for additional
annual reports.
The most comprehensive method of combining
packages is known as householding. In this
scenario, proxy cards for individuals with the
same last name who reside at the same address
can be combined into a single package with only
one set of materials. Thus, a couple who holds
shares in their own name and in the names of
their children will receive only one package.
Because valid addresses can be presented in
various formats, EQ runs the entire company
database through postal standardization software
that produces a uniform 12-digit extended zip
code. EQ matches on this extended zip as well as
on the alpha coding for the last name that is carried
on EQ’s systems.
For those that opt to household, implied consent
is applied and may be revoked by the record
holder. Issuers may opt to mail a single copy
of the annual report and proxy statement when
multiple shareholders reside at a single address.
The letter of authorization to consent to
householding must be mailed no fewer than
60 days prior to the annual meeting. This is an
important cost-savings option where the size of
your householded registered shareowner base
will determine the reduction in your shareowner
expense. That is, the larger the percentage, the
greater the savings.
Physical material fulfillment
Physical and Electronic Material Specifications: Page 37
EQ will employ sophisticated postal discounts to
minimize postage expenses for first-class domestic
mail, expedited flat mail, etc.
EQ’s Mail Services Group oversees the entire
process, ensuring strict control points and quality
assurance protocols as well as the management
of our network of state-of-the-art equipment and
capacity planning.
Electronic voting
Electronic Voting Timeline: Page 24
EQ offers turnkey electronic voting options
that broaden your registered and employee
shareowners’ proxy voting options. You will benefit
from a quicker return of votes, reduction of material
and postage expenses and increased shareowner
satisfaction.
Notice and access compliant solution
Notice and Access Timeline: Page 23
Authorization Letter to Beneficial Holder Provider: Page 30
EQ fully supports the SEC’s “Notice and Access”
model for proxy material. Our online platform
allows shareholders to view nominees’ names and
proposal text exactly as they appear on the proxy
card and in your proxy statement. We also offer
hosting, electronic voting (by phone or Internet)
and fulfillment processing.
Annual Meeting Planning Guide THE ANNUAL MEETING – AN OVERVIEW
9
Integrated proxy tabulation
Proxy votes are seamlessly integrated as they are
scanned, received electronically (by telephone
and internet) and received by transmission from
the beneficial holder providers. EQ’s systems
collect, validate and tabulate confidential and
weighted votes as well as integrate consolidated
files such as 401(k), ESOP, ESPP, etc. An additional
feature exists where an authorized solicitor can
vote online.
Shareholders may vote for multiple issues during
the same session and may vote as often as they
wish, but only the last vote received is tabulated.
Aggregate tabulation results are available 24/7
via our proprietary management reporting tool,
Proxy Central.
Management reporting
Proxy tabulation reports are sent automatically
to designated company personnel via email
each morning beginning two weeks prior to your
shareholder meeting. Online management reports
via Proxy Central provide a number of standard
reporting options, including:
•
Proxy totals report/tabulation summary by
proposal, per issue
•
Registered shareholder totals report/ tabulation
summary
•
Top 50 registered shareholder proxy report
•
Top 50 un-voted registered shareholder report
•
Broker totals report/tabulation summary
•
Ability to reflect “special accounts” such as
restricted and unexchanged classes of stock,
under the common issue
•
Ability to provide a list of registered shareholders
who have indicated that they will be attending
themeeting
Inspector of election and onsite annual
meeting support
Report of the Inspector of Election: Page 32
Certificate of Inspector of Election: Page 36
EQ can provide an inspector of election at your
annual meeting. The inspector is available to answer
election-related questions as well as to certify any
last minute ballots, accept and validate same-day
ballots and finalize the preliminary or actual vote
totals. Upon request, EQ can also provide an
inspector of election by phone.
Virtual Meeting Services
EQ offers a customizable technology solution for both
you and your shareholders, with features designed
to increase efficiency and shareholder engagement,
while eliminating risk of disruption. Virtual Meetings
minimize the expenses and logistical hurdles of
bringing together all participants, to the extent that
virtual is now the hosting option for most companies.
Flexible, Intuitive Platform
• Your branding and company messaging
highlighted on your customized meeting site
• Meetings can be virtual-only, or hybrid in-person
with virtual simulcast
• Ability to display any presentation format,
video or prerecorded delivery
• Shareholder ease of navigation – via desktop,
tablet or mobile device
• Simplified document hosting
• Q&A functionality with full control to address
shareholder inquiries privately or more broadly
• Live balloting with unique access control numbers
for each shareholder or proxy
• Full data record of all meeting activity with a
meeting recording provided post-meeting,
providing complete auditability and transparency
• Comprehensive site security and backup protocols
to provide shareholders with a world-class and
uninterrupted meeting experience
• No limits to meeting rehearsal requests to ensure
comfort and familiarity with the process
10
Planning Checklist
Annual Meeting Planning Guide PLANNING CHECKLIST
11
As part of the pre-meeting planning, your Relationship
Manager (RM) will walk through each section of this
planning guide to ensure that specific requirements
and key deliverables are captured and/or notated.
Note: This checklist is a tool for your internal preparation and planning. Your RM will provide you with a
detailed questionnaire. Clients are urged to engage their RM no less than eight weeks prior to their record date.
Please refer to this section throughout your annual meeting season for highlighted instructions and references
to important samples and timelines.
Corporate Documents Checklist
PLEASE PROVIDE YOUR RM WITH THE FOLLOWING:
Draft meeting agenda
Anticipated proposals / proxy card language (draft ballot)
Oath of Inspector of Election
Inspector’s report
Broker search
(SEC) Rule 14a-13 requires that a broker search should take place at least twenty business days prior
to the record date for an annual meeting. Consult your attorney as to SEC notification rules for special
meetings.
WILL EQ CONDUCT THE BROKER SEARCH? YES NO
If no, has a proxy solicitor been retained? Please provide the below information.
Solicitor’s name:
Contact:
Telephone:
Email:
Fax:
Please note, when setting up a special meeting, the above checklist applies where practical depending on the
associated timing.
12
Key Meeting Information
RECORD DATE:
A minimum of 2-3 business days is required between a record date and mail date to ensure broker
settlements and internal processing.
MATERIAL RECEIPT DATE:
Please provide EQ with an expected delivery date for material. Printed materials should be delivered at
least two business days prior to our mail date to ensure mailing on the requested date.
MAILING DATE:
A minimum of 20 to 30 business days between mail date and meeting date is recommended. If you are
not mailing via first class mail, please allow six to eight weeks.
MEETING DATE:
Please notify EQ if any of the above dates change. Notification to Broadridge Proxy Services and the
Depository Trust & Clearing Corporation of these dates and any subsequent changes is also required.
EQ must receive a position listing from the Depository Trust & Clearing Corporation as of the record date.
Please set-up authorization for EQ to request listing on your behalf online at
https://portal.dtcc.com/wpsnew/portal/mainpage.do
MEETING LOCATION:
Please provide the venue name and address.
REQUIRE INSPECTOR OF ELECTION? YES NO
If EQ is acting as tabulator for your meeting, our inspector(s) of election will arrive at the meeting site at least
one hour prior to the meeting to review any last minute details with you. Please provide a table and two chairs
in a well-lit area with an accessible electrical outlet. Adedicated phone with an outside line and a telephone/
internet hook-up for a personal computer are recommended but optional. Please discuss these arrangements
with your Relationship Manager prior to the meeting to determine if they are necessary.
We also recommend that you have an attended registration desk to address any shareowner questions and
assist with sign-in procedures. Shareowner ballots and the meeting agenda also should be made accessible
to shareowners. You might also have hard copies of your most recent financial publications, additional proxy
statements and annual reports available for attendees.
Annual Meeting Planning Guide PLANNING CHECKLIST
13
Tabulation Specifics
WILL EQ MAIL TO REGISTERED HOLDERS? YES NO
WILL EQ TABULATE RESULTS? YES NO
Note: if yes, a position listing from dtcc must be transmitted to EQ
WILL EQ MAIL FOR ANY OF YOUR BENEFIT PLANS? YES NO
If yes, please indicate plan type(s) [401(k), esop, espp, other]:
MEETING DATE:
Plan Administrator Name:
Contact:
Telephone:
Email:
Fax:
14
Voting Specifics
PLURALITY VOTING? YES NO
MAJORITY VOTING? YES NO
CUMULATIVE VOTING? YES NO
SAY WHEN ON PAY VOTING (SWoP)? YES NO
SPECIAL VOTING RIGHTS? YES NO
If yes, state ratio (e.g. 10 for 1)
ARE THERE SPECIAL VOTING CIRCUMSTANCES? YES NO
PERSONAL INTEREST PROPOSALS?
YES NO
ARE OTHER CLASSES OF STOCK ENTITLED TO VOTE?
YES NO
If yes, please specify (e.g. Restricted preferred, Class B, etc.)
INTERNET VOTING? YES NO
TELEPHONE (IVR) VOTING? YES NO
TREASURY SHARES HELD IN STREET NAME? YES NO
If yes, please note that treasury shares are not entitled to vote and provide the following information so
that we can adjust our records accordingly.
NAME DTCC PARTICIPANT NUMBER
By default, EQ tabulates proxy cards using the
industry standard of plurality voting. Under plurality
voting, directors who receive the most “for” votes
are elected; there is no “against” option and votes
that are actively “withheld” or simply not cast are
disregarded in the tally. Thus, in theory, a director
nominee could be elected to the board by a single
affirmative vote, even though all the other votes are
withheld. This differs from majority voting in which
individual board directors must obtain the majority
of votes cast by shareholders in order to win/retain
their seats. If you prefer to utilize an alternate method
please alert your Relationship Manager.
Annual Meeting Planning Guide PLANNING CHECKLIST
15
Enclosures
Materials must be 8½” x 11” or less in order to fit inside a standard 9½” envelope. The maximum
thickness for the final package is ½”. Materials that exceed these specifications such as spiral bound
or compact booklets and/or folders will require special handing (e.g. manual enclosure) and additional
charges may apply.
THE MAILING WILL CONSIST OF THE FOLLOWING ENCLOSURES
(Check all that apply)
SIZE
Enclosure:
Annual Report:
10K:
Notice/Proxy Statement:
Other (Please specify):
Mailing
If you have selected bulk mail, please be aware that you must have at least 250 pieces of mail to qualify
for this service. If you would like Broadridge to mail standard to the street holders, you will need to contact
them directly.
As a result of postal delays during proxy season, EQ does not recommend mailing your proxy material via
bulk mail less than six weeks before a meeting. In the event that your meeting is in less than six weeks and
you would still like to mail bulk, EQ’s policy requires that you provide written instructions to do so which
reference the mailing date and meeting date.
EMAIL DISTRIBUTION? YES NO
If yes, additional instructions for set-up as well as additional fees may apply.
Material Handling
EMAIL DISTRIBUTION? RETURN DESTROY
If EQ is to return, provide delivery instructions below.
16
Mail consolidation – householding & merging
HOUSEHOLD MATERIALS? YES NO
If yes, please refer to timeline and sample letter, pg no.
MERGING MATERIALS? YES NO
CONSOLIDATE ACCOUNTS (UNI-CARD OPTION)? YES NO
Note: Householding and Merging are mutually exclusive.
Proxy card preparation
EQ controls the production of all proxy cards. We will assist you in coordinating the typesetting and
printing of proxy cards, mailing envelopes and business return envelopes. Our standard outgoing mailing
envelope has been modified to allow for customization of proxy card language.
Note: Due to privacy concerns, we no longer print shares amounts on proxy cards.
Please email EQ the language to be formatted on your proxy card (preferably in Microsoft Word as
a .doc or .docx) to: proxycar[email protected] and copy your Relationship Manager.
Within two business days, EQ will email a proof to your designated contact. Upon review, please mark
any required changes or mark “OK TO PRINT.” As a general rule, proxy cards must be approved for
print no less than five days prior to your scheduled mail date. Provide contact information for proxy
cardapproval.
Name:
Telephone Number:
Email Address:
Note: If you are offering telephone and/or internet voting, the proxy card will be set up with the director
proposal as the first proposal.
Annual Meeting Planning Guide PLANNING CHECKLIST
17
Distribution of proxy material to street holders
IS BROADRIDGE PROXY SERVICES BEING SHIPPED DIRECT? YES NO
Per the New York Stock Exchange’s (NYSE) Rule 451, Paragraph D1, Broadridge Proxy Services has five (5)
business days to complete a mailing. If you have time-sensitive mailing, please contact Broadridge Proxy
Services directly to discuss mailing requirements at (631) 254-7067.
Three (3) business days after record date, Broadridge Proxy Services will provide the material
quantities required for your proxy mailing. Estimates may be provided prior to record date,
however, the requirements may increase/decrease after record date.
Note: If proxy material is being shipped to alternative addresses (i.e. solicitor or print house), please provide
address and contact information below.
Proxy tabulation results
IS BROADRIDGE PROXY SERVICES BEING SHIPPED DIRECT? YES NO
EQ tabulates shareholders’ votes several times throughout the day. As a result, we have replaced mailing
hard copy tabulation reports with a comprehensive website which is updated throughout the day and
emails of daily proxy reports. The schedule for proxy report emails is as follows: Beginning 10 business
days prior to your meeting date, a summary report is emailed daily. Additional individual and broker
reports are emailed for the two days prior to your meeting date. Please provide the contact information
for those who should receive automatic email reports.
Comprehensive proxy reports are available upon request.
Company Name:
Email Address:
Telephone Number:
18
Web hosting of material
WILL YOU LINK TO MATERIALS FROM YOUR INVESTOR
RELATIONS WEBSITE?
YES NO
If yes, provide your corporate url:
WILL EQ BE HOSTING YOUR MATERIALS? YES NO
Issuers must provide the following:
A PDF file* for each piece of material provided at least five business days prior to the mailing date and
saved as an Adobe Acrobat PDF, using the below naming conventions, replacing “xxxxx” with your
five-digit company number.
Annual Report: ARxxxxx.pdf
Proxy Statement:
PSxxxxx.pdf
All Other Documents:
**OTxxxxx.pdf
High resolution company logo in .jpg or .tiff format
WILL EQ BE YOUR FULFILLMENT AGENT? YES NO
**Include a document that lists the table of contents for each PDF. Please limit this to 10-15 headings.
**Precede the file name numerically with 1, 2, 3,... to indicate the order the files should be posted.
PDF GUIDELINES
No printer/crop marks or banners at top of page
No blank pages in the PDF file
Document size 8 ½ x 11 inches
No printer spreads or bleeds
Fonts must be embedded
Optimize for web-viewing (not to exceed 5MB)
Annual Meeting Planning Guide PLANNING CHECKLIST
19
The following is a suggested timeline based on a
typical Delaware corporation listed on the New
York Stock Exchange.
Please contact your Relationship Manager to
customize this timeline to reflect your company’s
specific requirements.
Timelines
20
Annual meeting timeline
Days Prior
to Meeting
Determine meeting date, record date and date for completing and mailing
annual report. Finalize annual meeting location and date. Begin draft of proxy
statement.
200
Deadline for filing of shareowner-sponsored proposals is 120 days before
anniversary of the date of last years proxy material mailing.
180-140
Inform and consult with your printer on the meeting schedule and requirements
for printed materials and the plan (if any) to distribute materials electronically
and/or use plain English design.
135
Printer orders envelopes for mailing and returns and orders paper stock for
proxy materials and annual report.
130
Begin proxy card, notice, proxy statement and annual report materials
preparation.
120
Submit proxy statement information questionnaire to directors and officers. 110
Review questionnaire responses and determine if there is any need to make a
Form 5 filing (must be made within 45 days of the year end).
100
Send preliminary draft of form of proxy, notice of meeting, proxy statement and
annual report to printer.
100
Preparation of consent notice to household. 100
Distribute to management and counsel the proofs of the notice of meeting
proxy card, proxy statement and annual report.
95
Review management/counsel comments on proxy materials and annual
report and send changes to printer for second proof. Include preparations for
uploading the meeting materials.
90
Notify transfer agent of record date, meeting date, request for shareowner list
and confirm number of proxy statements and proxy cards.
90
Request from depositories a listing of nominee participants and request an
omnibus proxy. Notify the proxy processing company(s), banks brokers and
other nominees of the record and meeting dates. Determine who will forward
materials to shareowners and confirm the number of sets of proxy materials.
Note: SEC Rule 14a-13(a)(3) requires that this inquiry of proxy material must be
made at least 20 business days before record date.
90
Conduct a director’s meeting to name director nominees, authorize record date,
approve proof of notice of meeting, proxy card, proxy statement and annual
report and appoint inspectors of election and auditors.
90-75
Annual Meeting Planning Guide TIMELINE
21
Annual meeting timeline
Days Prior
to Meeting
Transmit via EDGAR the preliminary proxy materials to the SEC (if required).
Note: We also recommend sending a test filing via EDGAR one day prior to final
transmission. Any other exchange, or NASDAQ, may require preliminary copies.
85-75
Mail the annual report to the SEC, the nominees and their agents and
exchanges or NASDAQ.
75-45
Record date – provide at least 10 days advance notice to record date to stock
exchanges or NASDAQ.
60
Confirm with transfer agent the number of voting shares and then supply
certified list of record date shareowners. File final proxy materials with the SEC.
60
Transfer Agent mails proxy materials to shareowners, exchange and/or
NASDAQ and nominees.
60
Post materials on website for shareowners who have consented to electronic
delivery, and ensure they are notified of posting and voting procedures.
Electronic voting site is turned on for shareowner voting.
60
Electronic voting site is turned on for shareowner voting. 40
Notice & Access mailing. 40
Mail additional proxy material to shareowner and nominees (if needed). 35
Determine whether you should engage a proxy solicitor. 30
Conduct proxy follow-up mailing to stockholders if required. 30
Prepare meeting agenda. 20
Conduct follow-ups to large shareholders (if needed). 15
Review final form of ballots, resolutions, motions and oath of inspectors. 10
Review with senior management the annual meeting (e.g. script, briefing book,
etc.)
10
Begin annual meeting rehearsals. 3
Review all arrangements and prepare written agenda to hand out. 1
Conduct annual meeting. 0
22
Notice and access
DELIVERABLE TARGET DATE
Client decision on Notice & Access. Eight weeks prior to record date
RM informs proxy coordinator that client will
be using Notice & Access.
Four weeks prior to record date
Client signs EQ Notice & Access agreement
letter.
Two weeks prior to record date
Commence design of Notice Letter. Two weeks prior to record date
Finalize design of Notice Letter. Five days prior to mail date
PDF documents of compliance materials
(including proxy card) e-mailed to RM.
Five days prior to mail date
Internet site reviewed by client and RM. Two days prior to mail date
Approved Notice site is live. Mail date
Householding
DELIVERABLE TARGET DATE
Client requests and reviews EQ’s household
analysis.
90 days prior to mail date
Client requests household process be run. 75 days prior to mail date
Household process completed. Two days after receipt of request to house-
hold
Consent Notice file transmitted to mail
vendor.
One day after completion of household
process
Consent Notice distributed via USPS. 70 days prior to mail date
PDF documents of compliance materials
(including proxy card) e-mailed to RM.
Five days prior to mail date
Internet site reviewed by client and RM. Two days prior to mail date
Approved Notice site is live. Mail date
OTHER KEY TIMELINES
These supplemental timelines have been provided to highlight specific components you may opt to include in
your annual meeting. Please contact your Relationship Manager (RM) to customize this timeline to reflect your
company’s specific requirements.
Annual Meeting Planning Guide TIMELINE
23
Electronic voting timeline
DELIVERABLE TARGET DATE
Client decides to utilize Internet and/or
telephone voting.
Five weeks prior to record date
RM notifies Proxy Department. Four weeks prior to record date
Client signs EQ electronic voting agreement. Two weeks prior to record date
For telephone voting: EQ issues company ID and
test control number.
Two weeks prior to record date
FOR INTERNET VOTING, CLIENT SUBMITS:
PDF of proxy card. Five days prior to mail date
URL where the annual report is hosted (if not
hosted on www.equiniti.com).
Two days prior to mail date
PDF of the proxy statement. Mail date
Company logo (GIF file, 250 x 60 pixels). Two days prior to record date
Internet voting site reviewed and approved. Three days prior to mail date
Approved Internet/telephone voting site(s) are
live.
Mail date
Site(s) are closed. 11:59 p.m. ET, day prior to the meeting
24
Employee distribution and voting timeline
DELIVERABLE TARGET DATE
Client decides to utilize employee
distribution and voting.
Eight weeks prior to record date
EQ receives test external tapes from trustee.
File must comply with specified file format.
Six weeks prior to record date
EQ tests client’s email address file. Six weeks prior to record date
Client signs EQ’s electronic voting
agreement.
Two weeks prior to record date
EQ receives external tapes from trustee. File
must comply with specified file format.
Two days after record date
EQ combines registered file with Trustee
file(s).
Four day turnaround
EQ’s Data Management Unit consolidates
accounts and transmits data to electronic
distribution vendor.
Three day turnaround
Remaining combined file transmitted to
proxy distribution vendor.
One day turnaround
Test e-mail distributed to selected
employees.
Two days prior to mail date
Materials mailed via USPS. Mail date
Materials delivered via email. Mail date
Vendor returns undeliverable e-mails
(bounces) to EQ.
Three days after mail date
Undeliverable shareowner list to mail vendor
for USPS distribution.
36-hour turnaround
Annual Meeting Planning Guide TIMELINE
25
Samples
26
We encourage you to include one of the below text blocks on the back cover of your annual report.
TRANSFER AGENT AND REGISTRAR
EQ Shareowner Services
PO Box 64856
St Paul MN 55164-9442
ONLINE: www.equiniti.com/us
TELEPHONE: 800.356.5343
TDD FOR HEARING IMPAIRED: 718-921-8386 | 866-703-9077
FOREIGN SHAREOWNERS: 718-921-8386 | 866-703-9077
TDD FOREIGN SHAREOWNERS: 866-703-9077 | 718-921-8386
As a Company Name shareholder we encourage you to access your account(s) online at
www.shareowneronline.com. Here you can easily initiate a number of transactions and inquiries, as well as
access important details about your portfolio and general stock transfer information.
•
Update your mailing address
•
Access statement information
•
Print a duplicate 1099 tax form
•
Consolidate accounts
•
Enroll in our Direct Stock Purchase Plan
•
Request a replacement dividend check
•
Download stock transfer forms
•
And more
By mail, contact our Transfer Agent at the below address:
Company Name
XX
XXXXX XXXX
XXXX XXXXX XXXX
Sample : Annual report copy recommendations
Annual Meeting Planning Guide SAMPLES
27
Regarding Company Name
Telephone Number
IMPORTANT NOTICE REGARDING DELIVERY OF SECURITY HOLDER DOCUMENTS
Dear Shareowner,
The Securities and Exchange Commission (SEC) permits a single annual report, proxy statement, proxy
statement combined with a prospectus or any information statement to any household at which two or more
registered security holders have the same last name and address.
Accordingly, from now until you are notified otherwise or we receive contrary instructions from you, you and
members of your household will receive only one copy of the annual report, proxy statement, a proxy state-
ment combined with prospectus or any information statement. We will continue to include a separate proxy
card for each registered shareowner account.
If you wish to continue to receive individual copies of the documents listed above, contact Equiniti Trust
Company (EQ) at either 800.356.5343 or at www.shareowneronline.com.
If we do not hear from you within 60 days of this notice, you will have been deemed to have consented to
the receipt of only one set of these documents by your household. Your consent will be perpetual unless you
revoke it or we notify you otherwise. You may revoke your consent at any time by contacting Equiniti Trust
Company (EQ) as indicated above.
If you revoke your consent to householding, you will receive your individual mailing within 30 days of your
revocation notice or at the next schedule mailing, whichever comes first.
We encourage you to participate in this program. It will reduce the volume of duplicate information received
at your household as well as reduce our operating expenses. Thank you for your continued support of
CompanyName.
Sincerely,
Company Name or Officer
Note: This letter must be printed on the company letterhead.
Sample : Householding letter
28
Firm Name / Letterhead
Date
The Depository Trust Company
via email to: [email protected]
Please be advised that {firm name} has set the following dates relative to its meeting.
Classes of stock eligible to vote include:
CLASS CUSIP
If you have any questions, please contact me via the phone number or email address included below.
Sincerely,
Officer’s name, title
Physical address to which Omnibus Proxy should be sent.
Phone number, fax, email address
Sample : Issuer letter
Annual Meeting Planning Guide SAMPLES
Record Date:
Meeting Date:
Meeting Type: Hybrid Virtual
In-Person Phone/Conference Line
29
Contact Name
Broadridge Proxy Services
51 Mercedes Way
Edgewood, NY 11717
Re: Company Name
CUSIP Number: CUSIP Number
Dear Contact:
The annual meeting of stockholders of Company Name is scheduled to be held on Date. The record date for
determination of shareholders entitled to notice of, and to vote at, the meeting is Date.
You are hereby authorized to electronically transmit, on a daily basis, the voting results received on behalf of
your clients to our transfer agent, Equiniti Trust Company (EQ).
Please provide same day hard copy confirmation of each transmission to EQ at:
EQ Shareowner Services
PO Box 64856
St Paul MN 55164-9442
Please let me know if you any questions.
Very truly yours,
cc: Company Name
c/o EQ Shareowner Services
PO Box 64856
St Paul MN 55164-9442
Sample : Authorization letter to beneficial holder provider
30
Date
Depository Trust & Clearing Corporation
Attention: Proxy Unit
5 Water Street
50th Floor
New York, NY 10041-0099
Via Facsimile: (212) 855-5181 or (212) 855-5183
Dear Sir or Madam:
Company Name is registered on Depository Trust & Clearing Corporation’s (DTCC) web site
(www.dtcc.com). Below is the pertinent information with regards to this year’s annual / special
meeting of shareholders.
Record Date Meeting Date
Class(es) CUSIP(s)
Sincerely,
Name
Title (must be signed by an officer of the company)
Sample : Authorization letter to dtcc
Annual Meeting Planning Guide SAMPLES
31
CORPORATION NAME ANNUAL MEETING OF STOCKHOLDERS
DATE
We, the subscribers, do hereby certify:
I. That we were present and acted as Inspector of the Election at the annual meeting of shareholders of
Corporation Name in State on Meeting Date at Time
II. That, at said meeting, we examined the proxies and ballots and ascertained that there were present, in
person or by proxy, holders of common stock of the corporation (“common stock”) of record at the close
of business on Date as follows Number shares, representing Number votes of common stock outstanding
and entitled to vote on all matters.
III. That, at said meeting, a vote was taken on the matters set forth below:
A. Election of directors
On proposal one: At least Number votes, constituting a plurality of the votes cast by holders of the
Common Stock was voted for the election of each of the nominees.
DIRECTOR NOMINEES VOTES FOR VOTES WITHHELD
PERCENT OF VOTES
CAST FOR
B. Ratification of name as independent auditor
VOTES PERCENT OF VOTES CAST
FOR
AGAINST
ABSTAIN
C. Approval of annual incentive plan
VOTES PERCENT OF VOTES CAST
FOR
AGAINST
ABSTAIN
In witness whereof, we have signed this certificate on the Number day of Month / Year.
Sample : Report of the inspector(s) of election
32
The Depository Trust & Clearing Corporation
(DTCC) has delegated much of the responsibility
of interfacing with brokers and nominees to the
corporation, their proxy solicitors and transfer
agents. This practice encompasses furnishing sets
of proxy material to the participating brokers and
nominees and the subsequent voting process.
It has been normal policy for these depositories
to send record date listings and omnibus proxies
to your company shortly after the record date.
Prior to your record date, you must provide EQ
(email your Relationship Manager) with a copy of
each omnibus proxy received for participating
brokers, respondent banks and nominees you
receive in order to tabulate the broker position.
Please retain copies for your files.
The DTCC does provide hard copy security
position reports (SPR) and will not furnish this
data either by subscription or as a special
one-time order. Issuers must register their
company to access data online. As part of the
registration process, you will also be asked to
authorize company designees and third party
agents, including EQ. Please refer to the registration
instructions provided below.
The primary registrant must be a company
officer and use an email address associated
with the company’s domain name
(e.g. [email protected]).
DTCC ISSUER REGISTRATION PROCEDURES
SPRs are available only to authorized users who have
registered for this service. Follow the below steps
to register and to add your company to the DTCC’s
eligible list.
STEP 1: REGISTER
•
Go to www.dtcc.com.
•
Click SPR and select Sign Up. Or, copy and paste
the URL, www.dtcc.com/dtcpublic/html/lob2/prod/
signup.htm, into your Internet browser.
•
Click on the link given on the page to register
your company. The Organization Registration
page appears.
•
Enter all required information. Click Continue.
(The Organization Registration Continue page
appears.)
•
Select a company type. Click Continue.
(The User Registration Information page appears.)
•
Enter all required information. For third party
companies, skip questions seven through nine and
go directly to question number 10. Click Continue.
(The Payment Method page appears for issuers
and trustees.)
Sample : Depository trust & clearing corporation registration
Annual Meeting Planning Guide SAMPLES
33
Note: If you have selected ACH, you will need to
provide your corporation’s bank name, routing
and checking account number. Enter all required
information and press Submit.
The following completion message appears:
Web Registration: Step one is complete. Thank
you for your registration request. For security
purposes, you will receive an e-mail address
submitted with your registration.
Upon receipt of the DTCC’s confirmation email,
click the hyperlink to confirm your request.
This will complete your registration request.
Upon DTCC approval, you will receive via email
a temporary password and your SPR Company ID.
Upon initial login you will be prompted to change
this password for ongoing use and to add your
Committee on Uniform Securities Identification
Procedures (CUSIP) to the DTCC’s Eligible List
(see instructions below).
If you do not receive an email confirming your
registration or need further assistance with the
registration process, contact DTCC Customer
Support Center at (888) 382-2721 or via email
STEP 2: ADD YOUR CUSIP TO YOUR ELIGIBLE LIST
•
Login to the DTCC securities position reports
service
•
Click Eligible Issue List
•
When the “No Data” message appears, click OK
•
On the next screen click Update to proceed
•
Enter your nine-digit CUSIP and ticker symbol on
the next screen
•
Click Add. Then Confirm
Sample : Depository trust & clearing corporation registration (continued)
34
Corporation Name
Annual Meeting of Stockholders
Date
Pursuant to the authority vested in us by virtue of proxies duly granted by the shareholders of the common
stock of Corporation Name, we hereby cast the votes to which those shares are entitled as follows:
Ii. Ratification of independent auditor
FOR
AGAINST
ABSTAIN
Iii. Approval of annual incentive plan
FOR
AGAINST
ABSTAIN
NAME/TITLE
NAME/TITLE
I. Election of directors
DIRECTOR NOMINEES PROXY VOTES FOR PROXY VOTES WITHHELD
Subscribed and sworn to before me Number day of Month/Year
Name Notary Public in and for the State of State
Sample : Proxy committee ballot
Annual Meeting Planning Guide SAMPLES
35
Corporation Name
Annual Meeting of Stockholders
Date
I, Name, DO HEREBY CERTIFY as follows: That I have been appointed to act as Inspector of Election at the
annual meeting of the shareholders of Corporation Name, held at Name of Meeting on Date at Time.
1. That I have examined a list of the persons who at the close of business on Date, were the holders of
record of the common stock of the corporation, which list was properly certified and submitted at the said
meeting, and have taken charge of the proxies presented at the same meeting, and have taken a poll of the
shareholders present in person, and that there were present at the said meeting in person or represented by
proxy shareholders of the corporation shown by the said list to be the holder of Number shares of common
stock of the corporation issued and outstanding and entitled to vote, or more than a majority in number of
such shares of common stock.
2. That at such meeting an election of Directors was held, that at such election of Directors the polls were kept
open until all shareholders present in person or represented by proxy had an opportunity to vote by ballot,
and that the result of such vote taken at such meeting for the election of Directors of the corporation was
asfollows:
FOR SHARES: Which is a plurality of the common stock of the corporation present in person by proxy at such
meeting which have been cast for election of Directors.
3. That at such meeting a vote was taken on the proposal to ratify the selection of Describe, as the
independent auditor for the fiscal year ending Year and,
4. That the results of such vote taken at such meeting was as follows:
Which is more than a majority of the shares of common stock of the corporation present in person or
reported by proxy at such meeting.
I thereupon reported the results of such votes to the said meeting.
IN WITNESS WHEREOF, I have made and signed this certificate this Number day of Month/Year.
Name, Inspector of Election
STATE OF Name
On the Number day of Month/Year before me personally came Name of Inspector of Election to me known
to be the individuals described in and who executed the foregoing certificate, and s/he acknowledged to
me that s/he executed the same.
FOR AGAINST ABSTAIN
NAME/TITLE
NOTARY PUBLIC
Sample : Certificate of inspector of election
36
All incoming shipments must be pre-paid
delivered to:
EQ
PO Box 500
Newark, NJ 07101
A manifest must accompany each incoming
shipment and include the below information:
•
Name, telephone number and address of
vendor (if applicable)
•
Client’s name
•
Number of pallets
•
Unit quantity per pallet
•
Name (i.e., brochure, #10 OE, letter, Relationship
Manager, etc.) and code (i.e., Lot / Key / Code /
Company #) of each piece delivered
•
If shipment is a reorder of exact same materials,
identify with mailman’s existing item number for
that material
•
Total quantity of each piece delivered
EQ will verify the material quantity and our receiving
count will prevail. EQ will not be liable for shortages
based on the suppliers’ stated quantities.
Special notes
1. Material arriving for same-day mailings must
be marked “Same-Day Mailing” so that we
may expedite material to our production areas.
Expedited fees may apply in these cases and
may jeopardize scheduled mail date.
2. Trucks will be unloaded on a first come, first
served basis.
3. Large quantities or heavy materials delivered in
a van or small truck that necessitates unloading
by hand will not be accepted without prior
authorization from the receiving supervisor. If
unloading by hand is required, there will be an
hourly charge, with a minimum charge of one hour.
4. Materials that are poorly packed or mis-packed
may adversely affect the production running rates,
possibly altering the price per thousand billed on
the project.
5. Incomplete information may delay processing and
result in additional handling fees.
6. Deliveries should be scheduled ahead of time
by calling the EQ Mail Services group at (201)
528-4200.
7. Printed materials should be delivered at least three
business days prior to mail date to ensure mailing
on the requested date. Any material arriving on
same day of scheduled mail date could potentially
jeopardize the mailing.
8. Material will be accepted between the hours of 8
a.m. to 5 p.m. Please alert EQ of any late deliveries
or those made after business hours by calling our
Hotline at (201) 528-4200.
Pallet specifications
•
Maximum pallet measurements are not to exceed
48” in length (closed side) x 42” in width (open
side)
•
Four-way entry pallets are requested
•
Pallet height not to exceed 60”
•
Pallet load not to exceed 2,500 pounds
•
There should be no double-stacking of pallets, as
double stacking can cause damage to materials.
This damage can result in high spoilage during
production
Pallet packing
•
All material should be packed in cartons, with
the exception of books (i.e., annual report, 10K,
catalogue) and forms, as noted below
•
Corrugated cartons should be at least 200
pound-tests
•
Cartons must be packed in solid block pattern.
(No space between cartons)
•
Each pallet must be shrink-wrapped
•
Books should be power packed rather than boxed
•
Forms that are fan-folded with a depth of up to
and including 14” should be packed in cartons;
all other forms should be shipped on rolls with
no more than two rolls per pallet
Sample : Physical and electronic material delivery specifications
Annual Meeting Planning Guide SAMPLES
37
Each pallet must be clearly marked with a packing
label containing the following information:
•
Vendor’s name (when applicable)
•
Client’s name
•
EQ company number
•
Number of total pallets in shipment
•
Component description (i.e., brochure, #10 OE,
letter, RM, etc.)
•
Identifying Lot/Key/Code/Company # for the
material
•
If shipment is a reorder of exact same materials,
identify with mailman’s existing item number for
that material
•
Number of cartons or rolls
•
Quantity on pallet
•
Mixed materials are only to be on one pallet and
all Lot/Key/Code/Company # information is to be
documented on the packing slip and manifest.
Materials should never be mixed in power packs
•
Power packs must have one sample attached to
one side of the pallet
Cartons
•
Cartons must be sized to a “glove fit” and must
be packed solidly to prevent shifting or curling of
components
•
All materials received in cartons must be packed so
that they face the same direction
•
Materials that are banded within the carton must
be banded using paper bands. Rubber bands,
string ties and shrink-wrap are unacceptable as
they can cause damage to the material, which
could result in excess spoilage and may affect
production-running time
•
Any layers and/or breaks in material must be
marked using cardboard separators
•
Maximum individual carton weight is 50 pounds
•
All cartons should be shrink-wrapped to the skid
Each carton or roll must be clearly identified with the
following information:
•
Vendor’s name
•
Client’s name
•
EQ company number
•
Component description (i.e., brochure, #10 OE,
Letter, RM, etc.)
•
Identifying Lot/Key/Code/Company # for materials
•
If shipment is a reorder of exact same materials,
identify with mailman’s existing item number for
those materials
•
Quantity in carton or on roll
•
Sample affixed to outside of carton, not necessary
for rolls
•
Box/roll number of total boxes/rolls in shipment
•
Each carton/roll on the mixed pallet should contain
Lot/Key/Code/Company # identifiers and should
be sequentially numbered (i.e., 1 of 10, 2 of 10,
etc.)
•
Under no circumstances should your vendor mix
different components in the same carton
Power packing
•
Power packs consist of cardboard wrapped around
the materials, shrink-wrapping and bands in both
directions
•
Corner boards are not recommended, as they will
not fully protect the material
•
Multiple layers of materials must have each layer
separated by a solid sheet of either chipboard,
corrugated cardboard or paper bands, and must
be faced
Roll stock
•
Roll materials are to be placed on good sound
skids in vertical roll position (roll-off position).
Do not place flat (poker chip style)
•
All rolls should have chucks in the core
•
Rolls should be braced at the base with strong
wedges and banded to the skid. Larger rolls tend
to shift in transit and may require extra banding
•
Ensure that rolls not overhang pallets, as they will
become damaged during transit
•
Add chipboard to protect forms at top of roll
•
Vinyl flags should be used to identify splices
and bad areas. Mark “SP” for splice and “NG”
for no good
Sample : Physical and electronic material delivery specifications (continued)
38
•
With a marking pen, mark the bad areas between
flags on the roll
•
All rolls should be shrink-wrapped to the skid
Mail standards
This section outlines general guidelines for the size
and classes of mail as well as EQ’s capacity for
mail machine insertions. First class and Standard
A packages sizes are as follows:
Letter-Size Mail
•
Minimum size: 5” x 3½” and .007” thick
•
Maximum size: 11½” wide x 61/8” high and ¼”
thick
•
Flat size mail
•
Any mail piece 9½” x 12” or 10” x 13” requires
a special envelope.
•
4-piece to 6-piece standard, anything over
6-pieces hand enclosed
Mail Machine Requirements
A standard flat size envelope should not exceed
9½” x 12” in order to be machine-enclosed.
Although some jumbo mail machines can stretch to
9½” x 12½”, there is a reduction in the speed of the
machine which results in slower run rates and
additional charges.
Once an envelope exceeds the standard size, the
mail will need to be hand-enclosed.
Class specifications and delivery standards
First Class Mail.
Price is calculated based on the standard postage
rate per package which must not exceed 13 ounces.
Delivery is guaranteed in three to seven days.
Priority Mail.
Packages either exceeding 13 ounces or which
include any proprietary data (account number, SSN,
etc.) must be Priority Mail.
Standard A.
Package must weigh less than 16 ounces. When
sending Standard A mail the package must be
endorsed with “Bound Printed Matter” on the outside
of the envelope. Additional charges for zone sorting
will be incurred.
In these cases, where applicable EQ may employ
Presort U.S. Postal Service discounts.
Electronic material delivery
Where EQ is printing your annual meeting material,
please email your Relationship Manager for
instructions.
PDF GUIDELINES
No printer/crop marks or banners at top of page No blank pages in
the PDF file
Document size 8 ½ x 11 inches
No printer spreads or bleeds Fonts must be embedded
Optimize for web-viewing (not to exceed 5MB)
Sample : Physical and electronic material delivery specifications (continued)
Annual Meeting Planning Guide SAMPLES
39
REACH OUT
w equiniti.com
p 877.814.9687
© 2023 Equiniti Trust Company, LLC
All rights reserved. Transfer Agent, employee plan administration,
trustee and other services requiring trust powers are offered through
Equiniti Trust Company, LLC.
ABOUT EQ
EQ are specialists in helping you better understand and manage the ownership
of your company through critical events across the corporate lifecycle. As trusted
advisors, we provide strategic insight and operations expertise through our core
business units in Private Company Services, Transfer Agent Services, Employee Plan
Solutions, Proxy Services, and Bankruptcy. Globally we serve 6,700 clients (49%
of the FTSE 100 UK and 35% of the S&P 500), with over 30 million shareholders,
through 6,500 employees in 5 markets around the world.
