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Measurement Issues in the Proxy Access Debate

10 Pages Posted: 18 Jan 2010  

Joseph Grundfest

Stanford University Law School

Date Written: January 18, 2010


Recent empirical data indicate that the Commission’s proxy access proposals reduce shareholder wealth and are inimical to the best interests of the shareholder community at large. Cross-sectional variation in stock price response data further suggest that the Commission should reject a ‘one-size-fits-all’ approach, and that an opt-in rule is less likely to destroy shareholder wealth than an opt-out rule. None of the studies cited by the Commission in its request for further comment support a competing conclusion. The studies cited by the Commission instead suggest a rational basis for the market’s concern that the proxy access process can be captured by a small number of institutions with idiosyncratic objectives that conflict with the best interests of the larger shareholder community.

Keywords: Proxy access, Securities and Exchange Commission, corporate governance, directors, boards, shareholder rights, shareholder voting, event study, stock price

JEL Classification: D72, D73, D78, G3, G38, K22, K23

Suggested Citation

Grundfest, Joseph, Measurement Issues in the Proxy Access Debate (January 18, 2010). Rock Center for Corporate Governance at Stanford University Working Paper No. 71; Stanford Law and Economics Olin Working Paper No. 392. Available at SSRN: or

Joseph A. Grundfest (Contact Author)

Stanford University Law School ( email )

559 Nathan Abbott Way
Stanford, CA 94305-8610
United States
650-723-0458 (Phone)
650-723-8229 (Fax)

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