Last month New York City Comptroller Scott M. Stringer, joined by CalPERS, CalSTRS and the New York State Common Retirement Fund among other institutional investors, announced a new, nationwide corporate governance initiative, the Boardroom Accountability Project, to give shareowners “a true voice in how corporate boards are elected at every U.S. company.” Although the Dodd Frank Act of 2010 affirmed the SEC’s authority to issue its proxy access rule, a lawsuit filed in 2010 in the Federal District Court for the District of Columbia successfully vacated the universal rule on procedural grounds. Despite the loss of universal proxy access, the SEC separately allowed “private ordering,” the ability to file individual shareowner resolutions requesting proxy access, to remain. “Systemic change requires higher impact, board-level engagement and shareowner access to the proxy to nominate directors is a prerequisite to that discussion. Stronger board oversight leads to better long term performance,” Stringer said.
December 1, 2014