
Shareholders are angry. In the current economic crisis, shareholders want more power to ensure that Boards of Directors are aligned with their interests.
The SEC recognizes this and issued a proposal on May 20th for comment to allow shareholders who meet certain criteria, based primarily on percentage of shares owned, to put someone of their choosing on the shareholder proxy sent to all shareholders. The current process allows shareholders to present nominations, but only at the annual shareholder meeting. This has little to no impact due to proxy votes already having been cast by this time. In most cases, currently shareholders have no input in choosing the slate of candidates presented.
The proposal does indicate that shareholders would not be able to submit a nomination on the proxy if specifically prohibited by applicable state law or a company's charter/bylaws.
The SEC recognizes this and issued a proposal on May 20th for comment to allow shareholders who meet certain criteria, based primarily on percentage of shares owned, to put someone of their choosing on the shareholder proxy sent to all shareholders. The current process allows shareholders to present nominations, but only at the annual shareholder meeting. This has little to no impact due to proxy votes already having been cast by this time. In most cases, currently shareholders have no input in choosing the slate of candidates presented.
The proposal does indicate that shareholders would not be able to submit a nomination on the proxy if specifically prohibited by applicable state law or a company's charter/bylaws.

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