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Most surprising consensus: low marks for the SEC. Most interesting discovery: asymmetries between shareholder proponents and companies required to respond.
Larry Cunningham, Director, Prof., Author
@CunninghamProf
Constellation Software Director & Vice Chair; Markel Group Director & Nom/Gov Chair; Weinberg Center Presiding Director; Buffett Essays Publisher
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Shareholder Proposals, the SEC, and an Unusual Proxy Season
With the SEC stepping back from active involvement in the shareholder-proposal process this proxy season, companies and proponents are operating in a more uncertain, self-directed environment. That shift has sharpened focus on how the system is actually working in practice.
Against that backdrop, recent coverage of the Weinberg Center’s shareholder proposal survey has focused on a few themes: sustained critiques of the SEC’s no-action process, renewed debate over whether shareholder proposals function primarily as engagement tools or as burdens, and close attention to the survey’s unusually broad, cross-constituency data set.
Importantly, the survey’s assessment of SEC performance reflects experience over the prior four to eight proxy seasons, not the current one. In that sense, the findings provide a baseline against which this season’s unusual dynamics — unfolding largely without SEC involvement — can now be evaluated.
What has been most striking is not disagreement — though it persists — but where there is agreement, particularly among constituencies that rarely see eye to eye on the SEC’s past performance and on structural asymmetries in the system.
Full survey and coverage here: papers.ssrn.com/sol3/papers.cf…
With the SEC stepping back from active involvement in the shareholder-proposal process this proxy season, companies and proponents are operating in a more uncertain, self-directed environment. That shift has sharpened focus on how the system is actually working in practice.
Against that backdrop, recent coverage of the Weinberg Center’s shareholder proposal survey has focused on a few themes: sustained critiques of the SEC’s no-action process, renewed debate over whether shareholder proposals function primarily as engagement tools or as burdens, and close attention to the survey’s unusually broad, cross-constituency data set.
Importantly, the survey’s assessment of SEC performance reflects experience over the prior four to eight proxy seasons, not the current one. In that sense, the findings provide a baseline against which this season’s unusual dynamics — unfolding largely without SEC involvement — can now be evaluated.
What has been most striking is not disagreement — though it persists — but where there is agreement, particularly among constituencies that rarely see eye to eye on the SEC’s past performance and on structural asymmetries in the system.
Full survey and coverage here: papers.ssrn.com/sol3/papers.cf…
On shareholder proposals, views differ sharply across shareholders, companies, and advisors—but there's agreement on core issues, including critical assessments of the SEC.
All this and more in the Weinberg Center’s new survey of 500+ participants. papers.ssrn.com/sol3/papers.cf…
All this and more in the Weinberg Center’s new survey of 500+ participants. papers.ssrn.com/sol3/papers.cf…
Take the large-scale national survey about the shareholder proposal rule--very important for shareholders and companies. About 12 minutes to complete. surveymonkey.com/r/ShareholderP…
