SEC Officials Preview Developments Regarding Shareholder Proposals And Proxy Advisors

As noted in thecorporatecounsel.net blog, last week, the Center for Capital Markets Competitiveness of the U.S. Chamber of Commerce held an event discussing corporate governance and possible reforms. Both SEC Chair Jay Clayton and Corp Fin Director Bill Hinman were interviewed on stage and previewed a number of potentially important developments regarding, among other topics, proxy advisory firms and shareholder proposals.

Chair Clayton stayed true to his consistent theme of focusing on protection of long-term retail investors, who provide about 70% of the funds in the market. His goal is to ensure that the rules work to drive long-term value for those investors. He also observed that there was no denying the shift that had taken place in the stage at which companies decide to go public. Years ago, companies went public to raise funds for investment in the company; now they go public—at a much later stage—primarily for liquidity. In that regard, his efforts were also