Proxy Advisory Firms

Letter on Insitutional Shared Service’s (ISS) 2017 Benchmark Policy Consultation (11/10/2016)

Date: November 10, 2016

Issue: Corporate Governance

To: Mr. Gary Retelny, President and CEO, Institutional Shared Services

Filing Type: Comment Letter

Description: The CCMC also renews its concern that the Consultation reflects a continued preference for one-size-fits-all corporate governance measures that fail to address the
unique facts and circumstances of individual companies and their shareholders. The CCMC continues to believe that the manner in which ISS develops and finalizes its voting policies must call into question the reliability of any policies that result from the Consultation process.

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Coalition Letter to Chair White Regarding the Whole Foods Decision (2/24/15)

Date: February 24, 2015

Issue: Proxy Advisory Firms

To: The Honorable Mary Jo White, Chair, SEC 

Filing Type: Regulatory/ Coalition  

Description: The undersigned organizations expressed concern and alarm regarding the January 16 announcement (“Whole Foods”) that the Securities and Exchange Commission (“SEC”) Staff in the Division of Corporation Finance (the “Division”) will express no views on the application of Rule 14a-8(i)(9) on any shareholder proposal during the 2015 proxy season.  Such an abrupt change to the SEC’s longstanding practice under Rule 14a-8, coming as many reporting companies are finalizing and distributing annual proxy statements, is extremely disruptive to fundamental governance.  

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Letter to the SEC regarding the Universal Proxy Roundtable (2/18/15)

Date: February 18, 2015

Issue: Proxy Advisory Firms

To: The Honorable Mary Jo White, Chair, SEC 

Filing Type: Regulatory 

Description: The CCMC is concerned that a universal ballot is a vehicle to fix the unbroken.
Consequently, the universal ballot will divorce corporate governance from the fiduciary duties integral to the long-term performance of a public company and its ability to provide a return to investors. Director elections will turn into annual political-style campaigns and create dynamics that are not conducive to the effective management of a public company.

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Letter to SEC Regarding Application of Rule 14a-8(i)(9) During the Current Proxy Season (2/4/2015)

Date: February 4, 2015

Issue: Capital Standards

To: U.S. Securities and Exchange Commission

Filing Type: Regulatory

Description: CCMC's concern regarding the announcement on January 16, 2015, that the staff in the Division of Corporation Finance will express no views on the application of Rule 14a-8(i)(9) on any shareholder proposal during the 2015 proxy season. This announcement, a contradictory departure from a decision made just weeks earlier, benefits neither issuers nor investors and introduces an additional layer of uncertainty into an already complicated set of rules.

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Joint Letter to Deputy Permanent Representatives of the Member States on Proxy Advisors (1/30/2015)

Date: January 30, 2015

Issue: Proxy Advisors

To: Members of the Committee on Legal Affairs of the European Parliament

Filing Type: International 

Description: The letter urges the European Parliament to integrate in the revised Shareholder Rights Directive specific provisions to ensure that proxy advisors perform their activities responsibly, professionally and, most importantly, in a manner intended to enhance shareholder value. 

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