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In early May, the Securities and Exchange Commission took up the hot-button issue of shareholder democracy when it held the first of three roundtables on federal proxy rules and state corporation law. Based on that agenda, it appears that the SEC is taking a broad approach to corporate governance and shareholder voting, and not limiting itself to the narrow issue of nominating directors, as some had thought it might, says Mark Borges, a principal at Mercer Human Resources Consulting. “It suggests to me that [the SEC] recognizes that this issue needs to be fixed in the broader context of other things that might be wrong with the voting process,” he says.

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