First, upper management get massive compensation packages. Then they tell people, well if have an issue you can vote with your shares. In theory the board of directors is elected by the shareholders, but in truth its generally a bunch of associates (or worse friends) of the CEO. So the fox is watching the hen house. This is our system. Want to agitate for change? Get enough votes together to institute changes? Nice try. This is pathetic and angering news. America - for the corporation, by the corporation. Politicians bought and paid for by your sponsors....
SEC Allows Firms to Deny Investors Access to Ballots
- Federal securities regulators on Wednesday gave companies the authority to deny shareholders access to board-election ballots, a move pension funds and governance advocates say could make corporations less responsive to investors' interests.
- With the lone Democrat on the Securities and Exchange Commission dissenting, the panel voted 3-1 at a public meeting on the shareholder rights issue -- one of the most controversial to come before it in recent years, generating more than 34,000 comment letters to the agency.
- "I am obviously disappointed," the Democratic commissioner, Annette Nazareth, said before the vote. She said the SEC's action "stands in the way of shareholders' rights to elect directors."
- Democrat Roel Campos, who left in September, likely would have voted to adopt a proposal making it easier and cheaper for dissident shareholders to elect candidates they back to a company's board.
- That proposal would allow shareholders who together own at least 5 percent of a company's stock to propose changes to the company's bylaws on elections for directors. Proposed bylaw changes could then be voted on by all shareholders, giving stock holders the right to get their board candidates on ballots that have been paid for and distributed by companies.
- The commission was adopting Wednesday a competing proposal that is closer to the status quo, allowing companies to keep off their proxies shareholder proposals related to the election of board members.
- Last week, a dozen big pension funds and a government employees' union made last-ditch efforts to persuade Cox, a Republican, not to proceed with the vote. Cox has said he wants new shareholder-rights rules in place before the corporate proxy season begins next spring.
- The American Federation of State, County and Municipal Employees, or AFSCME, threatened to sue the SEC if the less expansive rule is adopted. The 12 pension funds -- including the nation's largest, the California Public Employees' Retirement System -- together own more than $300 billion worth of stock in U.S. companies.
- "We think the SEC should go back to the drawing board," Amy Borrus, deputy director of the Council of Institutional Investors, a group representing public pension funds, said recently. "Electing directors is the main means shareholders have to ensure that a company is managed in their interest."
- Under the current system, dissident investors seeking to get new directors on a company's board or to change its bylaws must wage costly proxy fights and appeal to company shareholders themselves.
Just so you know.... always interesting to hear what is going on behind the scenes. What a frustrating country.
Another example of who runs this country - Cable Industry Wins Compromise on FCC Plans
- In the face of a lobbying blitzkrieg by the cable television industry, the Federal Communications Commission drastically scaled back Tuesday evening a proposal by the agency’s chairman to more tightly regulate the industry.
- The compromise was a significant, though not total, victory for the cable industry, whose executives and lobbyists had worked to erode support on the commission for the agenda of the chairman, Kevin J. Martin. Among other things, the commission agreed to postpone for months the decision Mr. Martin had hoped would be made on Tuesday, over whether the cable television industry had grown so dominant that the agency’s regulatory authority over it should be expanded.
- As part of the lobbying effort, top cable executives and lobbyists met last week with senior White House officials. Two lobbyists involved in those meetings said on Tuesday that they included Joshua B. Bolten, the chief of staff; Allan B. Hubbard, the president’s top economic adviser at the White House; and Joel D. Kaplan, the deputy chief of staff and a longtime friend of Mr. Martin’s.
Classic. And pathetic.
