The Securities and Exchange Commission proposed rules on Wednesday that would make it possible for a company’s shareholders to elect a limited number of independent directors, commission officials said.
If adopted by the commission, the proposal would open the door to the most significant change in decades to the role of investors in governing publicly traded companies.
It would permit large shareholders — typically institutional investors — or alliances of shareholders to nominate as many as a quarter of the directors. For the largest public companies, nomination of a dissident slate would require approval by 1 percent of the shareholders. For other companies, it would be 3 or 5 percent, based on the size of the business.
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