The SEC Division of Investment Management declined a request to take a no-action position from a registered investment company that sought to exclude proxy materials on a shareholder proposal to "declassify" the Fund's Board.
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The SEC updated its Proxy Rules and Schedule 14A Manual of Publicly Available Telephone Interpretations and the 1999 Supplement. The SEC said that it is continuing a process of updating broader "Compliance and Disclosure Interpretations" relating to the proxy rules.
The SEC Division of Corporation Finance changed its intake procedures for issuers requesting "informal, non-binding staff views regarding companies' intentions to exclude shareholder proposals from their proxy statements."
SEC Commissioner Mark T. Uyeda described a number of policy approaches to prevent "value-eroding" shareholder proposals from being part of the annual shareholder meeting process.
A public company and its former executive vice president settled SEC charges for disclosure violations in proxy statements.