By bizarre coincidence in the week of FinReg and proxy plumbing, I came across a particularly apposite episode of the ancient British sitcom, Are You Being Served? on Maryland Public Television. Grace Brothers department store was facing a hostile takeover and the cast were concerned that they would face a proxy fight. (I paraphrase, of course: Although there were many mentions of shareholders in the script, Mr Humphries, Captain Peacock, Mrs. Slocombe, et al., did not get into the details of proxy fights.) Transparency is not a core value at Grace Brothers, for the cast came up with a plan to impersonate missing retail investors in order to ensure a majority vote for the status quo.
In real life, 30 years after this series was made, the current flurry of activity around corporate governance may not be raising many laughs: Will the attempt to modernize the proxy process actually result in a higher voter turnout, better understanding of long-term value and improved shareowner communications? We’ll have to hope it will “ride up with wear,” as Mr Humphries used to promise… Keep up with this issue on NACD’s regulatory and legislative issues website.