Oct. 1, 2026
Re: S7-2026-32 — Proposed Rescission of Rule 14a-8 — Shareholder Proposal Rule I author this Comment in my personal capacity to strongly object to the SEC's proposed rescission of Rule 14a-8 — the shareholder proposal rule. This rule has been a vibrant source of shareholder voice and sound corporate governance since the rule's adoption in 1943 — over 80 years ago. Successive Republican Administrations have declined to rescind the rule — including during the Eisenhower, Reagan, H.W. Bush, and G.W. Bush Administrations. This disregard of shareholder welfare speaks volumes as to the Commission's concern with maintaining sound corporate governance principles. The rule, which has been part of the federal corporate governance landscape for over 80 years, is addressed in my Oxford University Press book The Federalization of Corporate Governance (2018). Marc I. Steinberg Radford Chair in Law and Professor of Law SMU Dedman School of Law Dallas TX 75205 Honorary Visiting Professor King's College London Dickson Poon School of Law