The SEC is proposing amendments to the proxy rules to allow for shareholder nominations of directors. Mary Shapiro's announcement speech is here. (text) NYT story here.
A broad description from Shapiro:
I haven't seen the proposal, yet, but a Bloomberg story offers some intriguing details:
SEC commissioners voted 3-2 [with Kathleen L. Casey and Troy A. Paredes dissenting] today to seek public comment on the proposal, which applies to companies with market values exceeding $700 million. Investors would have to own a larger proportion of shares to nominate directors at smaller companies.
Under the SEC’s proposal, shareholders would face limits on how many directors they could nominate. If a board had three members, shareholders could recommend one director. If a board had more than three members, then shareholders would be restricted to nominating 25 percent of the board.
I was not a fan of the previous proxy access proposal, but this one sounds more promising. I will follow up with some detailed analysis in later posts.
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1. Posted by Brett McDonnell on May 20, 2009 @ 13:23 | Permalink
Based on initial reports, it appears that they have chosen to impose their own preferred rule on all companies, rather than following the bylaw approach which would allow shareholders in each company to decide on their preferred procedure. That's disappointing. But maybe it will look better when we see more details.
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