http://truthonthemarket.com/2006/09/07/sec-to-propose-amendment-to-rule-14a-8-in-light-of-afscme-decision/ Academic commentary on law, business, economics and more Sat, 02 Jun 2012 12:17:14 +0000 hourly 1 http://wordpress.com/ http://truthonthemarket.com/2006/09/07/sec-to-propose-amendment-to-rule-14a-8-in-light-of-afscme-decision/#comment-6179 Mon, 11 Sep 2006 14:53:01 +0000 http://www.truthonthemarket.com/2006/09/07/sec-to-propose-amendment-to-rule-14a-8-in-light-of-afscme-decision/#comment-6179 [...] >From ProfessorBainbridge.com: “Bill Sjostorm rounds up some links to blogosphere commentary on the Second Circuit’s AFSCME v. AIG decision….” [...]

]]> http://truthonthemarket.com/2006/09/07/sec-to-propose-amendment-to-rule-14a-8-in-light-of-afscme-decision/#comment-6178 Sat, 09 Sep 2006 16:00:46 +0000 http://www.truthonthemarket.com/2006/09/07/sec-to-propose-amendment-to-rule-14a-8-in-light-of-afscme-decision/#comment-6178 [...] As noted here, the SEC responded almost immediately in a press release stating it will formulate and recommend an amendment to Rule 14a-8 addressing issues raised by the decision. The proposed amendment is scheduled to be considered at an open meeting on October 18, 2006 (obviously they intend to get this sorted out prior to the next proxy season). It’s not clear how the SEC will respond. The SEC’s own efforts to allow shareholder nominations was highly controversial and died in 2003 with the resignation of Chairman Donaldson. I do not believe Chairman Cox has publicly taken a position on the issue. And the court’s opinion seems to afford the SEC the option of reaffirming its 1990 interpretation. Specifically the court notes that “the SEC has substantial discretion to adopt new interpretations of its own regulations in light of, for example, changes in the capital markets or even simply because of a shift in the Commission’s regulatory approachâ€? so long as it explains “its departure from prior norms.â€? Hence, it seems to me that the SEC could simply put out a release explaining its departure from its pre-1990 position. It should be interesting. [...]

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