Plugging the Proxy Hole

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The SEC Wants Investment Advisers to Tell All Online

Buying securities through an investment adviser sometimes denies investors a voice in corporate affairs. Reason: Advisers often mail in proxies themselves -- voting on behalf of the investor without the investor's input -- or they simply toss them out.

The Securities and Exchange Commission's sweeping disclosure plan for investment advisers takes aim at that problem, too.

For starters, advisers would be required to say whether they vote proxies for clients. Those who do would disclose their voting policies and practices. They also would have to explain whether clients can direct how proxies are voted, and whether clients can find out how advisers voted their securities on a given issue.

Advisers who don't vote client proxies would be required to explain how clients can get their proxies, such as through the adviser or from a transfer agent or custodian.

Supporters say the SEC proposal would help crack a whip in support of investors.

"How can we (as shareholders) hold our directors and advisers accountable for acting in our best interests if their votes on our behalf are never disclosed?" James McRitchie, editor of the Web site Corporate Governance, wrote to SEC officials.

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