THE “2009 version of a show trial” is how Robert Monks, a veteran corporate-governance activist, describes the annual meeting last month of Exxon Mobil shareholders. After being presented with “an extremely lavish offering of coffees and various pastries” by the company, Mr Monks proposed five shareholder motions, relating to matters such as the separation of the posts of chairman and chief executive, currently both held by Rex Tillerson. Each time he was allowed to speak for exactly three minutes, after which, as in previous years, Mr Tillerson simply stated that the management opposed the resolution. It had already been defeated by proxy votes cast by shareholders who did not attend the meeting—so why bother engaging Mr Monks in debate?

There was a question period, but it was without any genuine interaction. According to Mr Monks, Mr Tillerson shrugged off most questions—although when one shareholder asked why the meeting did not take place in New Jersey, the state in which the oil giant is incorporated, rather than Dallas, Mr Tillerson replied, “I like Texas”.

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Tillerson: shrugging off questions

Exxon Mobil is not alone in giving the appearance of regarding the annual meeting as a pointless legal obligation, a sort of tax on the time of the executives and board which must be endured with the least possible effort. Indeed, there is no reason to think that Exxon Mobil is a particularly serious offender: at least it provides decent pastries, and the entire board attends.

Contrast that with an infamous annual meeting of Home Depot shareholders in 2006. Bob Nardelli, the retailer's then boss, was the only director to show up. Large clocks were used to keep the utterances of talkative shareholders to a minimum. Mr Nardelli, whose combative style earned the firm the nickname “Home Despot”, did not take questions. The whole event was over in less than 40 minutes. Mr Nardelli was fired soon after, in part because of shareholders' fury at his annual-meeting arrogance—though more because he had failed, despite a huge pay package, to move the firm's share price in the right direction.

The annual meeting is the most visible evidence that the democracy at the heart of corporate governance (especially in America, where shareholders struggle even to propose motions for discussion or candidates for the board) is a sham. Moreover, it is a sham that few people other than activists such as Mr Monks care a damn about. And even he has decided no longer to attend the Exxon Mobil meetings, having concluded that his presence serves only to legitimise the sham.

One of the great questions surrounding corporate governance is why the big institutional shareholders, which tend to vote in support of management, go along with such a sham. Why do they not act as responsible owners and insist that management take shareholder democracy more seriously? They typically leave attendance at annual meetings to activists and trade-union shareholders, which in turn gives corporate managers the excuse they need to not take the meetings seriously. The fact that the meetings are dominated by groups pursuing their own obsessions (labour practices in the developing world, say, or disinvestment from dodgy regimes) is also used by management to argue against reforms that would make them more accountable—such as making it easier to nominate candidates for the board or to force a vote on executive pay.

One obvious reason why institutional shareholders do not take more care in exercising their votes is that they are too busy trying to beat the market in the short term, so as to earn juicy bonuses, even though taking their duties as owners more seriously would lead to companies performing better in the long term. Public trust in business has plunged during the current economic crisis, as a new report by the Arthur Page Society and the Business Roundtable points out. But considering that many financial firms failed in the recent crisis under boards elected by docile institutional shareholders, it is surprising that there is not even more popular outrage, and indeed lawsuits, over the institutions' failure to look after their clients' money properly.

Yet it does not have to be this way. Last month shareholders flocked, as usual, to the annual meeting of Berkshire Hathaway, an event that has become known as “Woodstock for Capitalists”. This year, Warren Buffett, the firm's boss, invited some leading journalists to pose questions to the management for the first time—an idea that other companies would do well to copy. Indeed, given the grievous errors many bosses have made, and the public's loss of faith in them, it would do them no harm to pay a bit more attention to what their critics say.