January 2, 2020
This comment or complaint address in general fashion of notification, the issues of proxy corporate governance and that of private equity proxy impact et al abuse - in my estimation. That is, the single, double and triple bottom lines of publicly traded corporations and proxy impact there upon. The latter to include the so-called stakeholder or ‘universal owner’ advocacy of ‘people-planet and profits’. Specifically, the twisted logic, often misleading, self-serving/media impact dishonest influence and abuse underlying the proxy process and the speciously posed fiduciary duty by advisory firms, advocacy business groups, partnerships of nonpartisan nonprofit .orgs to grant monies accessed via re-organized global impact provider entities and their global banks; further advantaging domestic 501C(3) formations. All of which, one way, to one extent or another, finds itself at the door step of the SEC. In my judgement, the reluctance by the SEC to adequately address legalities of shareholder interests, business judgement rule and distinctions important to individual shareholders, is well out of hand; including that of the relatively free functioning of domestic markets for purposes of capital formation of all kinds and, the inherently allied interests of the so-called triple bottom line interests. I am simply a retired retail investor that became so simply by default of employment retirement benefits collapsed into the stock market (related issue). As such, I am individually engaged, have followed and vote on proxy resolutions and have witnessed the evolution of above matters. “Impact Resolution” Examples of resolution representation: “The report should be prepared at reasonable cost, omitting proprietary information, litigation strategy and legal compliance information” Q: at reasonable cost ? A: reasonable to whom ? and by what metric ? Suggestion: encourage a corporation to report resolution Against costs as a negative exponential factor of EPS Q: omitting litigation strategy ? A: this would not apply if the SEC offered a required resolution pre-review period, as the SEC has suggested, and would preclude law suits against the SEC Impact fund terminology: interchanging stakeholder with shareholder 1 - by creating a stakeholder equivalency OR parallel equivalency (the Redefined Purpose of a Corporation) 2 - employing that equivalency (utilising nonpartisan nonprofits via affiliated fellowships, development partners, 501(c)3s, global banks, philanthropy VPs) as a soft fencing device; market and pose that as fiduciary duty of equivalency or parallel equivalence 3 - then exploit the equivalence upon the proxy process 4 - back upon the false equivalency itself Reality: A self-feeding loop, enabled in part by SEC’s reluctance to deal with these clear conflicts of interest… conflicts the SEC itself has acknowledged Institutional and Impact terminology: Long term value creation 1 - this is a ROUZE ISS: Individual investors benefit from L/T value creation as a result of their 'work' representing institutional investors Q: what market interests arbitrates value at any point in time, short or long term A: evidently, the concentrated interests of the institutional funds, passive index businesses and managers ? Q: allowing a share class fund to misappropriate proxy votes on behalf of passive investors ? A: while marketing the fund itself as that which requires little if any individual fund holder knowledge Private Impact/media characterization of SEC denials of corporate resolution challenges to the SEC: ! - Impact claims: succeeding and “causing a stir” with XYZ company, in spite of the fact that the resolution itself failed upon a shareholder vote Again, due in part to the SEC reluctance to accurately define and impose full and accurate disclosure by proxy solicitations abiding by current security laws in the USA, and additional rules in this regard offered by the SEC; but for which suits against the SEC will pend Stakeholder justice for stakeholder jurisprudence for deep pocket justice, most importantly, that of the USA As a tax paying USA citizen, It is not the job of my tax dollars to provide global nanny services and diapers for the developing world due to ESG issues being weaponized within domestic markets by international diplomats, non-binding accords and the endless like Bill Kiefer [redacted]