SEC Proxy Plumbing concept release next week

8 July 2010

Sarah Wilson

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The US Securities and Exchange Commission looks set to debate its "concept release" on the mechanics of the US proxy system next week.  According to an SEC announcement, the commission is scheduled to meet on July 14 at 10am to vote on the "concept release" seeking public comment on how to enhance the "efficiency and integrity" of the shareholder vote.  Anyone who cannot attend the open meeting will be able to watch a broadcast over the Internet via the SEC's website www.sec.gov.

Concept releases tend to be broadly worded documents indicating possible areas where the regulator could focus in future rules. Some of the areas likely to be addressed include:

  • whether companies could be given the powers to send proxy materials directly to their beneficial shareholders directly rather than through their financial intermediaries;
  • whether proxy advisors should be regulated;
  • whether to abolish or limit the ability of shareholders to hide their identities from corporations in which they invest; and
  •  how to ensure voting accuracy by eliminating“empty voting” and “overvoting.”

In a bid to make share registers more transparent, securities transfer agents and issuers have been lobbying the SEC through an umberella organisation, the Washington D.C.-based Shareholder Communications Coalition, to abolish investors ability to categorize themselves as “objecting beneficial shareholders” or OBOs i.e. anonymous shareholders. The Altman Group, a New York-proxy solicitation firm, has recommended that the SEC make the names of all beneficial shareholders available to corporations.


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