In Focus

CII Publishes New Guide to Effective Shareholder Meetings

Read CII’s new guide to effective shareholder meetings, virtual and in-person, “Build a Better Meeting: Five Tips for U.S. Companies Looking to Convene a Shareholder-oriented Shareholder Meeting.” A physical meeting remains a cornerstone of effective corporate governance, and new technology opens the possibility of broader participation. “Build a Better Meeting” provides straight-forward guidance on how companies can strengthen the integrity of this time-honored and valuable event, and ensure its relevance for shareholders.

Investor Groups Refute Myth of Shareholder Proposal “Overload”

In an October 10 meeting with SEC Chairman Jay Clayton, representatives of CII and other investor groups provided data refuting the notion that shareholder proposals are excessively burdensome for U.S. public companies. Their research on proposals filed in 2004-2017 shows that most U.S. companies do not receive shareholder proposals: On average, 13% of Russell 3000 companies received a shareholder proposal in a particular year. Other findings: Large companies were far more likely to receive shareholder proposals, less than 9% of Russell 3000 companies that had an IPO since 2004 have received a shareholder proposal, and few proposals that receive low votes are resubmitted for a third or fourth time.

CII Urges SEC to Explore Human Capital Management Disclosure

CII, in an October 10 letter to SEC Chairman Jay Clayton, urged the Commission to consider the need for enhanced corporate disclosure of human capital management. CII’s letter follows a petition by an investor coalition to the SEC urging the Commission to adopt standards that would require listed companies to disclose information on human capital management policies, practices and performance. CII’s letter noted that while human capital and talent development “clearly is a key value driver and potentially a key competitive advantage for a company (and a critical risk if mismanaged), many of our members have concerns that public company disclosures in this area are not sufficiently robust.”

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CII Priorities

Fair Financial RulesSensible, effective rules safeguard investors and strengthen markets.

Dual-Class StockEach share of a public company's common stock should have one vote.

Majority Voting for DirectorsIn uncontested elections, directors should be elected by majority vote.

Universal ProxyIn contests, investors should be free to vote for the nominees they prefer.

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