When activist shareholder Steven Milloy submitted shareholder resolutions late last year calling on several major investment banks to include his “Sarbanes-Oxley Right-to-Know” proposal—which asks companies to disclose their SOX compliance costs—Bear Stearns Co. did not promptly tell him it was trying to keep the resolution off its proxy statement. Milloy complained to the Securities and Exchange Commission. He says he may sue.
And when the American Federation of State, County and Municipal Employees submitted a proposal to Hewlett-Packard calling for shareholder access to the proxy statement under certain circumstances, HP tried to omit the measure and asked for a no-action letter from the SEC. The SEC declined to give one—offering a tepid “no view” letter instead—and HP agreed to place the resolution on its proxy rather than face litigation from AFSCME.
