US Senate Democrats introduce resolution to undo Trump-era rules that curbed shareholder voting rights

WASHINGTON: US Senate Democrats on Friday introduced their second resolution to undo Trump-era rules that curbed shareholder voting rights, a move that advocates would herald as a win for investors.

The resolution issued by Senate Banking Chairman Sherrod Brown under the Congressional Review Act would undo September 2020 proxy rules adopted by the Securities and Exchange Commission. Those rules had set new limits on shareholders' ability to call for corporate changes on thorny issues like climate change disclosures and executive compensation.

The move under the Congressional Review Act, a 1996 law that requires only a simple majority vote in the two chambers of Congress, allows the legislature to reverse recently finalized rules.

Democrats hold slim majorities in the House of Representatives and the Senate.

In one of the biggest wins for the corporate lobby under President Donald Trump's SEC chief last year, agency officials raised the bar for shareholders to bring matters to a vote, even as investors poured money into the hands of fund managers using sustainability criteria to pick stocks and often backing resolutions on environmental, social or corporate governance issues.

Shareholder proposals and proxy advisory firms are cornerstones of corporate governance and how investors hold management accountable, and the rules around submitting corporate ballots were aimed to end shareholder proposals that appear on corporate ballots with diminishing levels of support, officials said at the time.

This year, US corporations began fighting harder to keep activist shareholder proposals off the ballot at their annual meetings, partly because of a proliferation of investor demands for racial justice reforms, lawyers say.

Earlier this month, President Joe Biden's interim agency chair, Allison Lee, made a pair of speeches that outlined the agency's intentions to review the shareholder proposal process and voting disclosures.

Activists cheered the move, in hopes that Lee's efforts will make it easier to file proposals, and that the SEC staff under Democratic leadership will allow more votes. Lee also said she intended to "bring greater clarity" and reduce the number of unnecessary submissions.