2009 Roundtable on Proxy Access

October 6-7, 2009


A transcript of the proceedings is available here.

9:30 am – 11:00am: Session I – Should the SEC Provide a Proxy Access Regime?
Chair: Professor Robert Clark
This session will consist of a roundtable discussion focusing on the question of whether the SEC should provide an access regime, or whether it should leave the adoption of access arrangements, if any, to private ordering on a company-by-company basis (leaving for Session III the question of how a SEC access regime should be designed, were one to be adopted).

11:15 am – 12:30 pm: Session II – Should the SEC Provide a Proxy Access Regime? (Continued)
Chair: Professor Robert Clark
This session will begin with a welcome by Dean Martha Minow, and then continue the roundtable discussion from Session I regarding whether the SEC should provide a proxy access regime.

1:45 pm – 3:15 pm: Session III – The Optimal Design of a SEC Access Regime
Chair: Professor Howell Jackson
Assuming the SEC decides to adopt an access regime, this session’s roundtable discussion will focus on how such a regime should be designed, were it to be adopted, including whether the regime should be mandatory or should allow companies to opt-out.

3:30 pm – 4:45 pm: Session IV – Corporate Elections Beyond Proxy Access
Chair: Professor Lucian Bebchuk
This section will be a roundtable discussion going beyond proxy access and focusing on whether there are any further changes to the arrangements governing corporate elections that should be considered.

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Background Materials

Lucian Bebchuk, William J. Friedman and Alicia Townsend Friedman Professor of Law, Economics and Finance, Harvard Law School

Richard Ferlauto, Director of Corporate Governance and Public Pension Programs, American Federation of State, County and Municipal Employees (AFSCME)

John Finley, Partner, Simpson Thatcher & Bartlett LLP

Abe Friedman, Global Head of Corporate Governance & Proxy Voting, Barclays Global Investors

Joseph Grundfest, William A. Franke Professor of Law and Business, Stanford Law School

Roy Katzovicz, Chief Legal Officer, Pershing Square Capital Management, L.P.

Ted Mirvis, Partner, Wachtell, Lipton Rosen & Katz

James Morphy, Partner, Sullivan & Cromwell LLP

Annette Nazareth, Partner, Davis Polk & Wardwell LLP

John Olson, Partner, Gibson, Dunn & Crutcher LLP

Daniel Summerfield, Co-Head of Responsible Investment, Universities Superannuation Scheme

John C. Wilcox, Head of Corporate Governance, GWM Group; Chairman, Sodali Ltd

Ann Yerger, Executive Director, Council of Institutional Investors

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