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Bailey McCann, Opalesque New York:

Outgoing SEC Commissioner Gallagher is taking on the SEC's role in activist corporate actions on his way out the door. At a recent speech this week, the Commissioner said it is the role of the SEC to ensure proper disclosures and let the role of activists work itself out.

"I believe we need a long-term project to get the SEC out of the business of policing shareholder proposals. These proposals are meant to approximate the increasingly antiquated notion of an in-person annual shareholder meeting," the commissioner said. "It’s like listening to a cassette recording of a Victrola, while everyone else is on their iPhones. The states would do a much better job creating and policing such mechanisms."

He also pushed for the shareholder proposal no-action process to be converted to a commission advisory opinion process.

"Currently, no-action letters are issued by the staff, with no Commission involvement.By turning these into Commission advisory opinions, we could permit the staff to make the run-of-the-mill decisions, but have the Commission issue opinions implicating major policy issues, such as proxy access, staggered boards, net neutrality, or climate change. The buck should stop with the presidential appointees."

Institutions & fiduciary duty

Around the time of the DuPont action, observers of Nelson Peltz's efforts to push for his goals at DuPoint also witnessed a schism between CalPERS and CalSTRS. In tha......................

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