November 27, 2012
SEC Chairman Schapiro to Step Down
by Robert Kropp
As Chairman of the Securities and Exchange Commission since early 2009, Mary Schapiro dealt with
the aftermath of the financial crisis and the implementation of new regulations mandated by
Mary Schapiro, the Chairman of the Securities and Exchange Commission (SEC), announced that she
will be stepping down next month from the post she has held since being appointed by President
Obama in January, 2009. She will be replaced by Elisse Walter, currently an SEC commissioner.
The Commission found many allies in
the sustainable investment community for regulations addressing shareowner votes on executive
compensation packages, payments made by companies in the extractive industries, and disclosure by
US corporations on the presence in their products of conflict minerals smuggled out of the
Democratic Republic of the Congo (DRC) by armed groups.
Schapiro became Chairman of the Commission at a time when the national economy was still
convulsed by the financial crisis. The Dodd–Frank Wall Street Reform and Consumer Protection Act,
signed into law in 2010, mandated that the SEC engage "in one of the busiest rulemaking periods in
decades," the Commission noted in a press release announcing Schapiro's
Guidance on climate change
disclosure, issued by the Commission in 2010, was hailed by Lisa Woll, CEO of US SIF: The Forum for Sustainable and Responsible Investment, as
"perhaps the biggest development so far in the long-term campaign to promote wider sustainability
Yet, Schapiro's term was also marked by well-funded efforts by industry trade
groups such as the US Chamber of Commerce to undermine implementation of many regulations through
the filing of lawsuits. The US Court of Appeals in Washington DC sided with the Chamber in 2011
when it overturned an important proxy access rule that would have allowed shareowners who have
owned at least three percent of a company for at least three years to have their nominees for
boards of directors included in corporate proxy materials.
Earlier this month, however,
the SEC refused the request of the Chamber and other trade groups to delay implementation of the
rule governing payments to governments. The groups wanted the rules delayed until a lawsuit they
filed was heard by the courts.
"Over the past four years we have brought a record number
of enforcement actions, engaged in one of the busiest rulemaking periods, and gained greater
authority from Congress to better fulfill our mission," Schapiro said.
Obama appoints a fifth commissioner, deliberations at the SEC could well be marked by political
deadlock. Sustainable investors and other governance advocates have asked the Commission to
investigate whether Chevron has violated securities laws by failing to report to shareowners the
materiality of a $19 billion judgment against it for environmental crimes in Ecuador. In the
aftermath of Citizens United, investors have also called on the SEC to regulate corporate political
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