USA: shareholder voting - SEC chairman speech

The SEC chairman, Mary Schapiro, delivered a speech yesterday at the Practising Law Institute's 41st Annual Institute on Securities Regulation. Her focus was shareholder voting and she provided a review of recent and proposed SEC action in this regard. She began her overview of proposed action with the following observations: 

The proxy statement is crucial to our system of corporate governance. It is the only communication a company makes that is specifically addressed to, and intended for, shareholders. It is where shareholders discover who the nominees are for board elections. It is where shareholders can submit proposals on important company matters, including governance, for consideration by their fellow shareholders. In other words, it is where shareholders can formally and regularly participate in the governance of the corporation they own.

With over 800 billion shares being voted every year at over 7,000 company meetings, it is imperative that our proxy voting process work — starting with the quality of proxy disclosure and continuing through to the accuracy of the annual meeting voting results. That is why we are undertaking a series of initiatives related to the fundamental goal of enhancing the system through which shareholders exercise their franchise. Many of these are admittedly controversial. In fact, they raise difficult legal, philosophical and logistical issues that have derailed previous efforts at reform. But, time has not made these issues go away, and the failure to reform the shareholder voting process in the past has, in my view, affected company and board responsiveness to shareholder concerns".