john viglotti pr newswire

US Disclosure Trends

New Shareholder Engagement Tools

John Viglotti

PR Newswire

March 1, 2011

US Corporate Disclosure Trends

• From Compliance to Engagement

• Use of Social Mediafor IR

• Integrated

Disclosure

SEC Regulatory Changes

NYSE Rule Concerning Discretionary Proxy Voting by Broker-DealersThe Commission voted to approve an NYSE proposal that would eliminate broker discretionary voting for all elections of directors, whether contested or not. Currently, NYSE Rule 452 and corresponding Listed Company Manual Section 401.08 permit brokers to vote on behalf of their beneficial owner customers in uncontested elections of directors if the customers have not returned voting instructions.

SEC Approves Enhanced Disclosure About Risk, Compensation and Corporate GovernanceWashington, D.C., Dec. 16, 2009 — The Securities and Exchange Commission today approved rules to enhance the information provided to shareholders so they are better able to evaluate the leadership of public companies.

Facilitating Shareholder Director Nominations – “Proxy Access” January 10, 2010 Proposed rule; re-opening of comment period for proposed changes to the federal proxy rules in“Facilitating Shareholder Director Nominations.”

Internet Availability of Proxy Materials (as amended 3/23/2010) Under the Internet Availability of Proxy Materials rules, companies and other soliciting parties are required to make their proxy materials available on an Internet site

Say-on-Pay - Senate Panel Approves Financial Reform BillMarch 22, 2010 By Ted Allen Risk Metrics Blog, On Monday, the Senate Banking Committee approved a comprehensive financial reform bill that includes mandates for “say on pay” votes and majority voting in board elections, as well as authorization for the SEC to adopt a proxy access rule.

SEC Issues Interpretive Guidance on Disclosure Related to Business or Legal Developments Regarding Climate ChangeWashington, D.C., Jan. 27, 2010 — The Securities and Exchange Commission today voted to provide public companies with interpretive guidance on existing SEC disclosure requirements as they apply to business or legal developments relating to the issue of climate change.

New SEC Regulations

• Rule 452 change: companies will need to actively seek out retail shareholder votes

• Say on Pay: advisory vote approval of executive compensation plans

• Proxy Access: activists investors can more easily place director candidates on the ballot.

Creating Context for Investors

CEOs On YouTube

PR Newswire Social Media Metrics

Social Media: Best Practices IR-LISTEN

Social Media: Best Practices IR - PROMOTE

Integrated Disclosure

With the need for greater shareholder engagement

on the rise, the trend is towards an integrated

disclosure approach deploying:

• a broad push of corporate announcements

• an increased focus on the IR web site

• use of social media channels

• coupled with new formats

Engage Investors on Your Web Site

Customizable navigation

Prominent display of recent news

Upcoming events and webcasts

Seamless integration with your site design

Online investor tools provide for easy data analysis

News email alerts & RSS feeds

SlideShare, Scridb, DocStore

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Video Annual Report

First Call Distribution

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Reaching Institutional InvestorsPR Newswire’s Capital Markets Visibility Package offers the

following:

• Increase visibility with the buyside Delivery of corporate disclosures to buyside

analysts and portfolio managers who either cover or hold your industry and peers.

• Increase the likelihood of gaining sellside analyst coverage.

Target sell-side analysts focussing on your industry, segmented by industry and geography.

• Reach most compatible investors. Delivery directly to the institutional investors most

compatible with your company that don’t currently own your stock.

Most Compatible Investors

Reaching US Individual Investors• 100 million US individual investors own equities• The role of retail/individual investors is essential

for: small-caps for liquidity mid and large caps for balance and brand

• SEC regulations have elevated the potential strength of individual investors.

• Individual investors ( who CAN invest) are hard to reach.

• Companies have lacked a legitimate channel to reach individual investors on a continuous basis

Virtual Retail Investor Conferences

The Partnership • Retail Investor Conferences is an alliance

between Better Investing (NAIC), PR Newswire and MUNCmedia

• Better Investing is the leading US investor education organization with 120,000 members and 7,000 investment clubs

• MUNC Media is a leader in Retail Investor targeting by matching press releases to individual investors across 200 financial portals (i.e. WSJ.com)

The Solution

• Each month Retail Investor Conferences.com showcases 10 public companies to present their growth vision in an engaging virtual

conference environment.

Client Testimonials

• “The VRIC provided a way for me to be able to reach out to individual investors in a cost efficient manner. I was able to reach a group of investors that I likely would have normally not been able to do if it were not in a virtual format.” Delia H. Moore | Manager Investor Relations | Aflac

• The VRIC provided a cost effective and convenient way to reach out to individual investors. Friederike Edelmann|Director, Investor Relations|SAP

• “Great idea and great experience. “Richard Franco| Chairman & CEO| DARA BioSciences, Inc.

Thank You.