SEC Staff Publishes Recommendations Concerning Director Nomination and Election Process

The staff of the SEC’s Division of Corporation Finance published a review of the process of nominating and electing directors, including recommendations for increasing shareholder participation in the proxy process. Specifically, the staff’s report recommends that the SEC propose rules that will enhance disclosure of and shareholder access to the director nominating process. Although the recommendations focus on operating companies, the staff observed that registered investment companies generally are treated like operating companies under the proxy rules and therefore the SEC ultimately will need to determine how any changes to the proxy rules should apply to investment companies.

Disclosure Enhancements