Board Diversity and Proxy Disclosure

Abstract:     
In Part I, this Article describes some of the different approaches to the lack of representation of women and minorities on corporate boards. Part II explores two aspects of proxy statement regulation -- shareholder proposals related to corporate diversity and the recent amendments to the proxy regulations which require that companies disclose how they consider diversity in nominating board members. Part III presents the results of our analysis of the proxy statements of Fortune 100 companies in the proxy year immediately preceding the effective date of the new proxy disclosure rule and in the year following the rule’s effective date to catalog the initial effects of the rule on how companies discussed diversity in nominating board members.

Number of Pages in PDF File: 37

Keywords: board of directors, corporations, corporate governance, diversity, proxy disclsoures, securities regulation

JEL Classification: J7, K22, L20

Accepted Paper Series