[Passacaglia]

Seems like a good time to have your annual shareholders meeting:

Accretive Health's annual meeting closed to media - Chicago Tribune

Accretive Health's annual meeting closed to media

Accretive Health founder and CEO Mary Tolan accompanies Mayor Rahm Emanuel… (Antonio Perez/Tribune )
May 01, 2012|By Peter Frost | Tribune reporter

Accretive Health Inc., the Chicago-based hospital billing and collections company under fire from Minnesota's attorney general, said its annual shareholders meeting on Wednesday will be closed to the press.

The company has held one other annual shareholders meeting since it went public in 2010, which also was closed, said a spokeswoman, Rhonda Barnat.



While publicly traded corporations are not required to open shareholders meetings to the press, barring access serves little purpose, said Charles Elson, chairman of the John L. Weinberg Center for Corporate Governance at the University of Delaware.

"It's a rather harsh action and a rather unproductive action," Elson said. "There's nothing to be gained by keeping (the press) out."

Publicly traded companies must disclose to all shareholders the results of any votes taken during the meeting, he noted.

Other publicly traded Chicagoland firms, including Abbot Laboratories, Sears Holdings Corp. and Walgreen Co., invite members of the media to their annual shareholder meetings.

But for firms under duress, closing the meetings "is not uncommon," said Nell Minow, a co-founder of GMI Ratings, which publishes reports on corporate governance issues.

"The whole point of an annual meeting is it's the one day of the year that shareholders get to ask questions of the management and the board of directors," Minow said. "I'm in favor of making them as open as possible."

Since Minnesota Attorney General Lori Swanson released a report last week that accused Accretive Health of using aggressive tactics to squeeze payments from patients of Fairview Health Services, a Minneapolis-based nonprofit hospital operator, shares of the fast-growing company have plummeted.

Accretive Health's stock closed Tuesday at $9.18, down 8.75 percent.

Swanson's report, which isn't a criminal complaint and includes no formal charges, alleged that some patients were pressured for payment by Accretive Health employees who didn't properly identify themselves as debt collectors.

Accretive Health has dismissed the allegations, saying the report contained extensive "inaccuracies, innuendo and unfounded speculation."

Charles C. Cox, a former commissioner and acting chair of the Securities and Exchange Commission in the 1980s, said SEC regulations don't require publicly held companies to allow media into shareholders meetings.

"It is not a public meeting unless the corporation and the shareholders want to make it a public meeting," said Cox, a senior vice president at Compass Lexecon, a Chicago-based consulting firm.

Some companies may choose to keep meetings closed so as not to "inhibit free-flowing discussion or to debate various corporate issues," he said.

Accretive Health's decision to bar reporters from its annual meeting comes on the heels of a similar decision made by insurance giant Aon Corp. in February.

Aon, which was based in Chicago, told members of the media that it would bar them from a special shareholder meeting to vote on the company's plan to move its headquarters to London. But after the Tribune published a story detailing Aon's decision, the company relented.

Another Chicago-based firm, Hyatt Hotels Corp., barred the press from its first shareholder meeting in June 2010. As a result, more than 100 religious leaders tried to storm the entrance, forcing the company's chief human resources officer to address the crowd. Hyatt's annual meetings have been open to reporters since.