Just a year-end compliance reminder: When the clock strikes 2009, federal e-proxy rules, which require companies to make their proxy materials available to shareholders via a publicly accessible Internet Website, will be in effect for all public companies.

The e-proxy rules, adopted by the Securities and Exchange Commission in July 2007, took effect for large accelerated filers for proxy solicitations commencing on or after Jan. 1, 2008 and were voluntary for all others. The rules kick in for all other issuers, registered investment companies, and persons other than issuers for proxy solicitations commencing on or after Jan. 1, 2009.

The rules require public companies to post their proxy materials on the Internet and send a notice of internet availability to shareholders at least 40 calendar days before the annual meeting date. The SEC rules specify the information that can be included in the notice, and the notice can’t be accompanied by a proxy card or other information. Issuers must also deliver a full set of paper proxy materials to any shareholder upon request.

As an alert from the law firm Gibson Dunn & Crutcher notes, while companies must make their material available online, they can choose whether to provide proxy materials via “notice and access,” “full set delivery option,” or a hybrid of both, by which they use the notice-and-access option for certain shareholders, and the full set delivery option for others, based on certain factors such as number of shares or geography.

“Expect to see an increase in the use of the notice-and-access and hybrid options by both issuers and other parties in 2009, as parties will be increasingly comfortable with using technological advantages and securing the cost advantages offered by the notice and access model,” the Dec. 19 alert states.

Since intermediaries, such as brokers or banks who hold shares on behalf of beneficial owners, are required to use notice and access if requested to do so by the issuer, the GDC alert notes that issuers must provide required information to intermediaries sufficiently in advance for the intermediary to prepare and send a Notice of Internet Availability at least 40 days before the date of the annual meeting.

Under the e-proxy rules, shareholders’ use of an issuer’s Website for access to documents “must not infringe on the anonymity of users by collecting information about the user,” the GDC alert notes. For example, issuers can’t use e-mail addresses provided to request a proxy for any other purpose and may disclose them to others, and issuers’ Websites can’t contain any technologies with tracking features, such as cookies.

The alert notes a number of considerations for issuers to consider in determining which model to use, including cost-savings, timing requirements, potential impact on quorum and retail voting, whether matters proposed for vote at an annual meeting are routine or non-routine, and legal considerations, including relevant and federal state laws.