When I first saw this temporary relief from the NYSE, I dismissed it as relief designed to help an overwhelmed Broadridge.  The relief temporarily allowed discretionary voting on routine matters even if the proxy materials were transmitted to beneficial owners only 10 days in advance of shareholders’ meetings instead of the required 15 days.  I had no idea there might be a tragedy underlying it.

The SEC release approving the relief indicated that COVID-19 “has severely disrupted the operations of the primary intermediary responsible for distributing proxy materials on behalf of member organizations.”  Apparently, Broadridge had advised the NYSE that it was having difficulty complying with the 15-day rule to transmit proxy materials in part “because its own processing times have been slowed down by reduced staffing levels caused by the disruption associated with the spread of COVID-19.”

A tragic story from The Intercept, cited on thecorporatecounsel.net blog, might provide some idea about the possible circumstances of that “disruption.” The article reported that at least four Broadridge employees who worked at the warehouse have died of COVID-19. Who could ever have imagined, before COVID-19, that anyone would die distributing the proxy statements that we are fortunate enough to work on from the comfort of our safe home offices? It’s just heartbreaking (as I write this from the comfort of my safe home office).

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