SEC Commissioner Elad Roisman Defends Proxy Voting Proposals

SEC Commissioner Elad L. Roisman defended the agency's proposals to modernize proxy voting rules and update shareholder regulations.

As previously covered, the SEC proposed amendments designed to improve the accuracy and transparency of information provided by proxy advisory firms. The proposals (i) specify that proxy voting advice generally constitutes a solicitation, (ii) codify the Commission's current view that it is not solicitation when an individual provides voting advice in response to an unprompted request, (iii) enact new conditions for proxy voting advice businesses seeking to rely on exemptions from certain information and filing requirements and (iv) provide examples of when a failure to disclose is considered "misleading" pursuant to SEA Rule 14a-9. Additionally, the SEC proposed (see previous coverage) amending the procedural requirements and resubmission thresholds of the shareholder proposal rule.