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Looking Ahead to the 2013 Proxy Season

Karen Kroll | December 18, 2012

The 2013 proxy season will bring some new twists, with a fresh crop of companies putting executive compensation to a shareholder vote and a group of activists bent on gaining proxy access at several companies. 

Companies are increasingly reaching out to large investors and working to get a better idea of how shareholders are likely to vote on several issues. Say-on-pay will remain among the biggest concerns, especially since, come January, the regulations will apply to companies with market capitalizations of less than $75 million.

Other proposals that are set to appear on the proxies of several companies include those targeting the structure of boards of directors—including those with staggered board terms—proxy access proposals, and campaign finance disclosure. Another wrinkle: plaintiffs' lawyers are launching shareholder suits at companies they believe provided inadequate disclosure of executive pay plan details in their proxy statements.

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