The U.S. Securities and Exchange Commission (SEC) took an initial step Wednesday to lay out the legal limitations of a powerful industry that’s known for questioning companies’ decisions on executive pay and business strategy.

SEC commissioners voted 3-2 at a meeting in Washington to issue guidelines for fund managers’ responsibilities in dealing with so-called proxy-advisory firms and clarifying that those firms’ interactions with shareholders are generally covered by the SEC’s rules.

The new guidance is expected to be the first of a series of moves the agency will take under Chairman Jay Clayton to rein in firms such as Institutional Shareholder Services Inc. (ISS) and Glass Lewis & Co., which are hired by mutual funds and other shareholders to give advice on voting in corporate elections.

Key Details

  • “Today marks an important first step” in improving the proxy-voting process, Elad Roisman, the Republican commissioner leading the agency’s efforts on the issue, said at the meeting. “The investors that I believe today’s recommendations aim to protect are the ultimate retail investors, who may have their life savings invested in our stock markets.”
  • Roisman said he hopes the agency will soon consider other measures related to proxy voting.
  • Robert Jackson Jr., one of two SEC commissioners in Democratic seats, said he was voting against the guidance out of concern that it could cause smaller investors to vote less and make it harder for new firms to enter the market.
  • The U.S. Chamber of Commerce welcomed the news. Tom Quaadman, the executive vice president of the group’s Center for Capital Markets Competitiveness, said the guidance was a “critical first step in bringing much-needed oversight to proxy advisory firms.”

See also:


Copyright 2019 Bloomberg. All rights reserved. This material may not be published, broadcast, rewritten, or redistributed.

Complete your profile to continue reading and get FREE access to Treasury & Risk, part of your ALM digital membership.

Your access to unlimited Treasury & Risk content isn’t changing.
Once you are an ALM digital member, you’ll receive:

  • Thought leadership on regulatory changes, economic trends, corporate success stories, and tactical solutions for treasurers, CFOs, risk managers, controllers, and other finance professionals
  • Informative weekly newsletter featuring news, analysis, real-world case studies, and other critical content
  • Educational webcasts, white papers, and ebooks from industry thought leaders
  • Critical coverage of the employee benefits and financial advisory markets on our other ALM sites, PropertyCasualty360 and ThinkAdvisor
NOT FOR REPRINT

© 2024 ALM Global, LLC, All Rights Reserved. Request academic re-use from www.copyright.com. All other uses, submit a request to [email protected]. For more information visit Asset & Logo Licensing.