SEC Ratchets Up Shareholder Rights, Disclosures

Last week the SEC advised a meeting of institutional investors that by April it will issue for public comment rules to facilitate submission by shareholders of proposals to be considered at annual meetings, and promised to strengthen disclosure requirements about human capital and climate.

There is lack of clarity, and often legal squabbling, over whether shareholders are entitled to include ESG-related provisions on the stockholders’ agenda.  The Democratic majority on the Commission is reported by Law360, a legal industry source, as having “moved toward policies considered friendlier to shareholder advocates.”

Separately, in continued efforts to roll back Trump-era regulation protecting businesses from both SEC oversight and other criticism, the Commission also promised to scale back regulations limiting activities of proxy firms (firms that advise stockholders as to objectionable management activity or policy).

Both climate change, and the increasingly difficult task of finding human capital management approaches that mitigate the effects of workforce costs and mobility, make these subjects prime landing grounds for shareholder activist proxy focus so these SEC developments are not so startling in current context.

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