Proxy season is right around the corner, with annual general meetings (AGMs) starting as early as this month. AGMs are the time that shareholders can get a word in with the company, not by shouting and screaming, but rather by filing a proxy statement to the SEC.

Proxy season is prime time for activist investors, or investors who wish to see change in a company they hold shares in. And, in recent years, companies are working more to “defend against activist campaigns,” according to law firm Sullivan & Cromwell.

Last year, 199 proxy campaigns were launched in the US, a 8% increase from 2021 but in line with the 203 activist campaigns in 2019, according to the Harvard Law School Forum on Corporate Governance.

David Hunker, EY’s Americas shareholder activism defense leader, told CFO Brew that he advises companies to think like activists as proxy season approaches, which means taking some steps back—because when an activist shows up and makes public comments, they’re making their argument not only to the management or board, they’re making that argument to the shareholders as well, Hunker said.

Mark DesJardine, associate professor of business administration at the Tuck School of Business at Dartmouth College, said even certain word choices used by executives can tip off investors to a company’s priorities, or be added to aid existing campaigns, based on research he did last year.

“Shareholders are looking for cues of when CEOs are really paying attention to them, or when are they are just going off on their own way,” DesJardine told CFO Brew, adding that heavy usage of “I” or “my” as well as “independence” and “control” can suggest to astute investors that management might not be focused on larger interests.

“If a CEO is off course, then a lot more is on the line for shareholders; a lot more can go wrong for shareholders,” DesJardine said. So the most discerning shareholders will closely look for all data points—besides the obvious financial ones, such as Capex and firm performance—to try to gauge leadership’s thinking and capabilities in the market environment. Continue reading here.—KT

A pair of surveys found accounting firms and internal audit departments overwhelmingly consider hiring and retention to be significant challenges facing the industry.

More than 4,100 accountants and 2,300 internal auditors responded to Caseware International’s 2023 State of Accounting Firms Trend Report and the 2023 State of Internal Audit Trends report. Nearly 90% of respondents to both surveys said that retaining talent was either somewhat or extremely challenging.

Nearly 35% of accountants reported “finding the right talent” among the top three challenges for practice management over the past year, per the Accounting Firms Trend Report. This is up from 14% in the 2022 report.

Just over half (52%) of accountants surveyed described finding and hiring “the right talent for your firm” as “somewhat challenging,” with 7% describing it as “not challenging at all.”

Richard McLure, senior manager of operations at Wipfli LLC, said that the challenge of finding talent begins on university campuses.

“You just have to look at the universities,” McLure said in a quote included in the report. “There are less kids going in for accounting. So your pool is getting smaller from a graduating perspective, which is then leading to the higher levels at CPA firms.”

As CFO Brew has reported, the accounting industry is focused on attracting a younger demographic to careers in accounting. Some experts told CFO Brew that green accounting could be a possible solution.—LR

Stat: $161 billion. That’s how much Saudi oil company Aramco made in profit last year, the highest annual profit ever recorded by a publicly listed company. (NBC News)

Quote: “The managers of these banks will be fired.”—President Biden on Monday as the White House sought to reassure jittery markets in the wake of the SVB collapse. (the New York Times)

Read: This German startup is trying to “Uberize” freight trucking in Europe. (Bloomberg)