Newsletter: Proxy Season Governance Proposals (Sept. 2011)

With the first wave of regulations under the Dodd-Frank Wall Street Reform and Consumer Protection Act underway, executive compensation and say on pay overshadowed all other issues this proxy season. The result has been a decline in shareholder proposals overall, both in terms of filings (below the 1,000 level of previous years) and the number appearing on ballots. There has also been less diversity of shareholder resolutions this year as proponents largely brought back tried-and-true issues rather than craft new types of proposals. The one exception has been in the E&S universe where resolutions relating to corporate political spending topped the shareholder proposal list both in number (54 voted on through early August) and variation.While compensation will likely remain the central focus of investors and issuers alike in coming years, this year’s governance trends and shareholder initiatives offer insight as to what lies ahead for 2012.

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