US shareholders cannot nominate Directors: the SEC renounces to the enforcement of the ?proxy access rule?


European shareholders, sometimes dissatisfied with the lack of respect of companies for the principle of sovereignty of shareholders should watch the misfortune of U.S. investors.

As we know until this year the United States the legal prerogative to present new directors belongs only to the Board of Directors: shareowners even holding 1, 5 , 10% or even more have not yet this elementary initiative right well recognized since a long time in France and in most other European countries.

The Dodd-Frank Act of 2010, in order to improve US governance, had led to the adoption by the of a first SEC ruling enabling the introduction of proxy access by modification of the company's upon a resolution proposed by the shareholders (amendment of Rule 14a-8).
More effective, the proposed Rule 14a-11 (the famous "proxy access rule") required all listed companies to establish this right of initiative that seems us so logical. But the US employers Business Roundtable managed to block the new rule on alarmist grounds and obtained a decision of the District of Columbia Court of appeal considering that such a Rule could not be federal but had to be left to each State ...
The SEC has decided not to go to the Supreme Court. It is hoped that investors will demonstrate to companies and their leaders that the right of initiative of shareholders is a tangible proof of the legitimacy of Directors and managers, and that the way of statutory amendment will accordingly be widely followed.