AT&T investors denied a dial-in as annual meeting goes online

[April 17, 2020]  By Ross Kerber

BOSTON (Reuters) - Activist investors say telecommunications pioneer AT&T Inc won't take their calls for its upcoming annual meeting, reinforcing their concerns that the shift of the gatherings to cyberspace due to the COVID-19 pandemic would restrict shareholder input.

The activists, including a retired AT&T <T.N> employee and a high-profile private shareholder, both said AT&T rejected their efforts to present proxy resolutions at the April 24 event.

The meeting originally was to be held in Dallas and became one of hundreds changed to an online-only format since March to slow the spread of the coronavirus. The activists and several corporate governance specialists said it was the first time they knew of a company barring investors from introducing their resolutions in some manner.

The change could soften the edges of the gathering.
 

"I think they're looking at this as an opportunity to have a shareholder meeting where they don't have a lot of pushback," said Jeff Rechenbach, a retired AT&T employee and union official in Cleveland. He had sponsored a resolution calling for the company to add an employee representative to its board.

AT&T spokesperson Daphne Avila said the company is asking the proponents of shareholder resolutions -- three in total -- to provide written comments to be read by management during the meeting.

"This approach will let us efficiently address the matters to be voted and then move on to additional content, specifically the CEO's state of the business discussion and questions from shareholders," she said. Like other shareholders, resolution proponents can submit questions ahead of time, she said.

AT&T's event is an early example of the hundreds of U.S. corporate annual meetings shifted online this year in an effort to limit public gatherings that could spread the coronavirus.

The company logo for AT&T is displayed on a screen on the floor at the New York Stock Exchange (NYSE) in New York, U.S., September 18, 2019. REUTERS/Brendan McDermid

Activists have long complained the online-only formats give companies the chance to stifle dissent, even as issues such as climate change draw more attention. One is John Chevedden, a prolific filer and backer of shareholder resolutions including one this year calling on AT&T to have an independent board chair.

Like Rechenbach, Chevedden got an email from AT&T on Tuesday indicating he would not have a chance to speak. Chevedden said he has had difficulties at other online meetings this year including at Goodyear Tire & Rubber Co <GT.O>, which cut him off as he spoke, and at Bank of New York Mellon Corp <BK.N> which did not take his questions.

"Companies are trying to take advantage of COVID-19 and silence voices," Chevedden said.

Goodyear and BNY Mellon representatives declined to comment.

Guidance issued by the U.S. Securities and Exchange Commission as of April 7 notes a rule requiring shareholder proponents or their representatives to appear and present their proposals.

But given the current difficulties in attending meetings in person because of COVID-19 concerns, the guidance states, companies are encouraged "to provide shareholder proponents or their representatives with the ability to present their proposals through alternative means, such as by phone."

An SEC spokeswoman declined further comment.

(Reporting by Ross Kerber in Boston; Additional reporting by Arriana McLymore in Raleigh, N.C.; Editing by Daniel Wallis)

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