The Securities and Exchange Commission recently published proposed amendments to the federal proxy rules to implement "proxy access" - a set of rules that would allow stockholders of public companies to nominate candidates for election as a director and have those nominees included in the company's proxy materials (proxy statement and proxy card). If adopted in its present form, proxy access would encourage stockholders to nominate candidates for director to stand for election in opposition to the board's own nominees. The proposed rules would add significant uncertainty to the director election process, create the opportunity for the election process to be used by investors to pursue private agendas and, ultimately, could have a profound impact on public company boards. Comments are due by August 17, 2009.
