Washington – Business Roundtable today expressed disappointment with the announcement by U.S. Securities and Exchange Commission (SEC) staff that it will limit a long-standing rule on conflicting shareholder proposals. The new guidance effectively alters the SEC rule that permits companies to exclude a shareholder proposal from their proxy statements when it conflicts with a company proposal on the same topic. 

 

“The SEC’s traditional application of this rule appropriately balanced the interests of shareholders and the responsibility of boards of directors,” said John Hayes, Chairman, President and CEO of Ball Corporation and Chair of the Business Roundtable Corporate Governance Committee. “The SEC’s new approach risks confusing shareholders while intruding upon the fiduciary duties of directors. We are particularly disappointed that this departure from long-established practice was adopted without a formal rulemaking process.” 

 

Business Roundtable remains at the forefront of efforts to improve corporate governance. For over three decades, it has issued “best practices” guidance, including Principles of Corporate Governance, which details the appropriate roles for shareholders and management.

 

Policies that support U.S. economic growth are central to the Business Roundtable policy agenda. The agenda calls for tax reform, expanded trade opportunities, immigration reform, fiscal stability, infrastructure investment and a smarter approach to federal regulation. Explore the 2015 growth agenda here.