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Saturday 17 December 2011

SEC chairman wants better 'engagement', whatever that is

Mary SchapiroMary Schapiro has been a regulator and a board director. As chairman of the US Securities and Exchange Commission, she's in charge of drawing up rules that govern the relations between companies and their shareholders and she thinks better engagement is a good thing. The problem is, she doesn't know what it means. "Effective engagement is a strong positive. But, in attempting to foster effective engagement we face a challenge: the definition of 'effective engagement' is imprecise," she told the Transatlantic Corporate Governance Dialogue, a conference of practitioners, regulators and academics. "In fact, the definition of effective engagement can vary significantly from company to company, as investors and boards interact in very different ways, but achieve similarly positive financial results and equally satisfying relationships between shareholders and boards," she added.

The SEC is trying to define it, at least in part, by looking again at disclosure, but also at voting processes. It is considering whether to regulate the proxy advisory industry and perhaps doing something about ensure vote confirmations are more fixed. It's looking into enhanced disclosure concerning beneficial ownership and the reporting of equity swaps, too.

Source document: The Schapiro speech gives further details.

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