The frequency of proxy contests has become uncertain
following the US Court of Appeals strike down of a
Securities and Exchange Commission (SEC) proxy access rule.
The rule aimed to make corporate boards more accountable by
allowing shareholder nominees to be included on corporate proxy
sheets. The SEC was authorised to write the rule under
Specifically, the rule allowed shareholders who retained a
holding of at least 3% for three years to nominate
directors to be included on the sheets.
But a July 22 ruling by the DC circuit court stated the SEC
was arbitrary and capricious in promulgating Rule
14a-11, and vacated the proxy access rule.
The rule was adopted in August 2010 after receiving much
attention during the Commissions comment period.