Testimony Before the House Committee on Financial Services

James R. Copland testified in a hearing titled Proxy Power and Proposal Abuse: Reforming Rule 14a-8 to Protect Shareholder Value.

Watch the full testimony here.

Chairman Hill, Ranking Member Waters, and Members, thank you for opportunity to testify again before this Committee. My name is James R. Copland. Since 2003, I have been affiliated with the Manhattan Institute for Policy Research, a nonprofit public-policy think tank in New York City, where I have long been a senior fellow and directed the Institute’s legal policy research. Although my comments draw upon such research conducted for my employer, my statement before the Committee is solely my own.

I am very pleased that the Committee is looking carefully at the way the SEC oversees the process of introducing and voting on shareholder proposals at publicly traded corporations’ annual meetings, asserted through the agency’s oversight of corporate proxy statements and currently formalized in the Commission’s Rule 14a-8. I have been studying the shareholder-proposal process for more than fifteen years. In 2011, under my leadership, the Manhattan Institute launched our Proxy Monitor database, which contains current and historical data on shareholder proposals introduced at America’s largest publicly traded companies, dating back to 2006. I first testified about this particular subject matter before the Committee’s Capital Markets and Government-Sponsored Enterprises Subcommittee back in 2016, and I gave the full Committee an update on my views—and intervening trends—in summer 2023.

Click here to read the full testimony.

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James R. Copland is a senior fellow at the Manhattan Institute and director of Legal Policy.