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Council of Institutional Investors Says Lyft’s Planned Dual-Class Structure is Harmful to Investors Media Advisory
CII Spring Conference, March 4-6, Washington, D.C.
CII Statement on Share Buybacks CII Research and Education Fund Publishes
Guide to Disclosure of Board Evaluation Processes
Investor Group Applauds CommonSense Principles 2.0 CII Fall Conference, October 23-25, New York City Leading Investor Group Responds to President’s Tweet on Quarterly Financial Reporting Investor Group Responds to Wall Street Journal Editorial CII Applauds Shareholder Protections in House Bill CII Elects New Board, Names Florida SBA Executive
Director & CIO Ashbel Williams Chair
New Report Details Practical Steps Corporate Boards Can Take to Combat Sexual Harassment CII Applauds SEC Commissioner Jackson's Call for Listing Standards to Require Sunsets on Dual-Class Stock CII Spring Conference, March 12-14, Washington. D.C. CII Announces Advisory Council Members for 2018 CII Report Highlights Risks Associated with a Common Chinese Corporate Structure Institutional Investors Oppose Stitch Fix Dual-Class Structure but Welcome Sunset Provision Uber’s Governance — Investor Response Do Not Disadvantage US Investors on Research,
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CII Fall Conference, September 13-15, San Diego CII Welcomes S&P Dow Jones’ Decision to Ban New Multi-Class Companies from Key Stock Indexes CII Applauds FTSE Russell Decision to Set Voting Rights
Minimum for Inclusion on Indexes
Investor Group Urges Blue Apron to Ditch No-Vote Shares Institutional Investors Dismayed by House Passage of
Financial CHOICE Act
CII, Institutional Investors with $4+ Trillion in Assets Oppose
Anti-Shareholder Provisions of the CHOICE Act
Council of Institutional Investors Executive Director Ken Bertsch Testifies on the Financial CHOICE Act Institutional Investors Oppose Key Provisions
of the Financial CHOICE Act
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Institutional Investors Oppose Key Provisions
of the Financial CHOICE Act
of the Financial CHOICE Act
CII Letter Outlines How the Bill Weakens Shareholder RightsWashington, D.C., April 24, 2017 — Institutional investors are deeply troubled by draft legislation unveiled April 19 that would loosen safeguards put in place after the 2001 Enron scandal and the 2008 financial crisis to protect investors, American savers and the capital markets.
The Council of Institutional Investors (CII) believes that in its current form, the Financial CHOICE Act would weaken critical shareholder rights that investors need to hold management and boards of public companies accountable, and that foster trust in the integrity of the U.S. capital markets.
“Americans suffered enormously from Enron and other corporate scandals of 15 years ago, and even more from the failures of oversight that contributed to the financial crisis,” said Ken Bertsch, executive director of CII, a nonprofit organization of investors that collectively hold some $3 trillion in assets. “Many Americans lost jobs, homes and retirement savings.
“The Financial CHOICE Act would threaten prudent safeguards for oversight of companies and markets, including sensible reforms made in the wake of Enron and the financial crisis to close critical gaps in regulation. The new legislation is akin to removing seatbelts from cars—it’s just too risky. CII and our members are ready to work with Congress to ensure that U.S. markets are safe, vibrant and fair for all investors and Americans.”
In a letter delivered today to House Financial Services Committee Chairman Jeb Hensarling and Ranking Member Maxine Waters, CII outlines troubling ways that the Financial CHOICE Act threatens fundamental shareholder protections. In particular, CII is alarmed by provisions that:
- Set prohibitively costly hurdles on shareholder proposals. The bill would require a shareholder wishing to put a proposal on a company’s annual meeting ballot to own at least 1%of the stock for three years (the current requirement is $2,000 worth of stock for one year). That would raise the ownership threshold to file a shareholder proposal to $7.5 billion at Apple, $3.4 billion at Exxon Mobil and $2.6 billion at Wells Fargo, for example. Learn more…
- Roll back curbs on abusive pay practices. Shareholders would get an advisory vote on executive compensation only when there is an ill-defined “material” change in CEO pay; most U.S. public companies offer investors say-on-pay votes annually. Clawbacks of unearned executive compensation would be limited. Learn more…
- Restrict the right of shareholders to vote for directors in contested elections for board seats. The bill would bar the use of “universal proxy” cards that give investors freedom of choice to vote for the specific combination of director nominees they believe best serves their interests. Learn more…
- Create an intrusive new regulatory scheme for proxy advisors that provide shareholders with independent research they need to vote responsibly. The bill would drive up costs for investors and could even drive some proxy advisors out of business. Learn more…
- Shackle the Securities and Exchange Commission (SEC) with excessive cost-benefit analysis requirements. That would severely undercut the SEC’s ability to fulfill its mission to protect investors, police markets and foster capital formation. Learn more…
CII member funds include major long-term shareowners with a duty to protect the retirement savings of millions of workers, retirees and their families. CII’s associate (nonvoting) members include asset management firms that manage in excess of $20 trillion. CII advocates for policies that we believe enhance public trust in the capital markets, protect investors and promote long-term shareowner value.
Click for PDF version. For media inquiries, please contact CII Deputy Director Amy Borrus.