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Shareholder Proposal Filings Drop Sharply in 2024

Wall Street Journal US Business •
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Shareholder proposal filings have declined sharply in the 2024 proxy season, according to data from ISS and Glass Lewis. The SEC's revised guidance on "ordinary business" and "economic relevance" has given companies more leeway to exclude proposals, particularly those addressing environmental and social issues.

Filings dropped 30% year-over-year, with ESG-related proposals seeing the steepest decline. Proponents argue the rules stifle investor voice, while corporations say they reduce frivolous measures. The trend marks a significant shift in corporate governance dynamics.

Gary Gensler's SEC has faced criticism from both sides. Some commissioners want further restrictions; investors push for clearer standards. The trend may reshape governance debates ahead of the 2025 season.

Major firms like BlackRock and Vanguard have adjusted voting policies, increasingly supporting management on non-financial proposals. Meanwhile, labor unions and pension funds vow to challenge exclusions at the SEC and in court.