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What's Wrong With Shareholder Empowerment?, Bernard S. Sharfman
What's Wrong With Shareholder Empowerment?, Bernard S. Sharfman
Bernard S Sharfman
In his keynote address at the Journal of Corporation Law spring banquet (March 8, 2012), Mr. Sharfman discusses the negative impact shareholder empowerment has on the efficiency of decision making at public companies. Shareholder empowerment is the shifting of decision making from the board of directors and executive management to shareholders.
Why Proxy Access Is Harmful To Corporate Governance, Bernard S. Sharfman
Why Proxy Access Is Harmful To Corporate Governance, Bernard S. Sharfman
Bernard S Sharfman
Historically, the SEC has allowed public companies to exclude from their proxy materials shareholder proposals for the nomination of directors by shareholders. This rule has allowed the nomination of directors to remain under the control of the board of directors and its nominating committee. However, under amended Rule 14a-8(i)(8), shareholders will now be able to include proposals on proxy access in a public company’s proxy materials. Public companies can now expect to receive such proposals for inclusion in their proxy materials for the 2012 proxy season.When voting on proxy access proposals, shareholders need to understand that proxy access is a …