United States Proxy Exchange

On issues from sky-high executive compensation to big-bank bailouts, individual shareowners have unique credibility. We supposedly own the corporations and banks, but our authority to control them has been dismantled. We are working to fix that. Run by individual shareowners for individual shareowners, we are the United States Proxy Exchange. Join us.

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USPX Governance Group

Public Group active 8 months ago

Open to all members, this is a public forum on governance of the USPX. Here you might discuss our bylaws, pose questions to the board, or plan the next annual members meeting.

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  • Profile picture of James McRitchie

    James McRitchie replied to the forum topic Activities for the fall … in the group Group logo of USPX Governance GroupUSPX Governance Group 9 months, 2 weeks ago

    Great Glyn – I’m traveling until the end of the month but hope to be connected, even if somewhat less focused.

  • Profile picture of Glyn A. Holton

    Glyn A. Holton started the forum topic Activities for the fall … in the group Group logo of USPX Governance GroupUSPX Governance Group 9 months, 2 weeks ago

    Sorry I have been out of touch. Marie and I took some time off to visit Cape Cod and Maine. We rescued a seagull with a broken wing along the way. I have been working hard on the USPX, but at the somewhat […]

  • Profile picture of Steve Nieman

    Steve Nieman replied to the forum topic Please review and comment on USPX bylaws in the group Group logo of USPX Governance GroupUSPX Governance Group 10 months, 1 week ago

    Regarding my invite to join the USPX board: It sounds like you have another individual in mind, which would bring the board up to the minimum of six. For now, I would like to work as a voting, General Member. I […]

  • Profile picture of Steve Nieman

    Steve Nieman replied to the forum topic Please review and comment on USPX bylaws in the group Group logo of USPX Governance GroupUSPX Governance Group 10 months, 2 weeks ago

    OK, I missed that in a quick read-over. That’s good. Richard Foley knows the “take-over” attempt by some people involved in the failed worker-buyout ESOP of the Southern Pacific Railroad back in the mid-1980s. […]

  • Profile picture of Glyn A. Holton

    Glyn A. Holton replied to the forum topic Please review and comment on USPX bylaws in the group Group logo of USPX Governance GroupUSPX Governance Group 10 months, 2 weeks ago

    Steve:

    Thanks for your insights. Whatever you can put together on the add/removal/election of directors issue would be great!

    I know much of your concern about anti take-over protections stems from your […]

  • Profile picture of Steve Nieman

    Steve Nieman replied to the forum topic Please review and comment on USPX bylaws in the group Group logo of USPX Governance GroupUSPX Governance Group 10 months, 2 weeks ago

    Jim and Glyn: Good start. My 2 cents on number of directors: Twelve is way too high. I’d put the minimum at 5 (odd for breaking voting ties) and top number at 7. Boards should NOT be committees.

    My focus is […]

  • Profile picture of Glyn A. Holton

    Glyn A. Holton replied to the forum topic Please review and comment on USPX bylaws in the group Group logo of USPX Governance GroupUSPX Governance Group 10 months, 2 weeks ago

    Hi Jim:

    I like your comments, which prompted some thoughts of my own:

    1. In article 2, Section 1, you have proposed a new statement of purpose for the organization. Changing that is a BIG DEAL, which […]

  • Profile picture of James McRitchie

    James McRitchie replied to the forum topic Please review and comment on USPX bylaws in the group Group logo of USPX Governance GroupUSPX Governance Group 10 months, 2 weeks ago

    Attached are my initial suggested edits in Word, using track changes.

  • Profile picture of Steve Nieman

    Steve Nieman replied to the forum topic Please review and comment on USPX bylaws in the group Group logo of USPX Governance GroupUSPX Governance Group 11 months ago

    Thanks Glyn and Vin. Will get into a review in due time.

  • Profile picture of Glyn A. Holton

    Glyn A. Holton started the forum topic Minutes from the 2012 Annual Members Meeting in the group Group logo of USPX Governance GroupUSPX Governance Group 11 months ago

    We held the annual members meeting last weekend. For a fun description of what transpired, see:

    http://proxyexchange.org/2012/07/panning-for-gold-at-the-uspx-annual-members-meeting/

    I am attaching to this […]

  • Profile picture of Glyn A. Holton

    Glyn A. Holton started the forum topic Please review and comment on USPX bylaws in the group Group logo of USPX Governance GroupUSPX Governance Group 11 months ago

    At last week’s annual members meeting, the topic of how members govern the USPX came up a few times. Some attendees wanted to be sure the board is in compliance with the bylaws. Others were concerned that the […]

  • Profile picture of Vincent Cirulli

    Vincent Cirulli created the group Group logo of USPX Governance GroupUSPX Governance Group 11 months ago

    • Profile picture of James McRitchie
      James McRitchie replied 11 months ago

      And now we are three. Reminds me of A. A. Milne. I’m looking forward to sinking my teeth in our governing documents… after taking care of a few other higher priorities. Thanks.

USPX Suspending Activities

by Glyn A. Holton

On October 16, 2012, the USPX board of directors decided to temporarily suspend our operations. The suspension may last eighteen months to two years. The immediate cause is my own time limitations. Volunteering as executive director has consumed more of my time than we ever anticipated, and my consulting practice has suffered. During the suspension, I will focus on building back my practice. This is a personal economic need for me, but economic concerns often highlight bigger issues, and there is a bigger issue here. Since 2008, our membership has successfully engaged with corporations and advocated for reforms. We have addressed issues such as lockout annual meetings, proxy plumbing and executive compensation. But we have failed at the bigger goal of growing a movement. We created a decentralized organization with a wonderful social website, but this attracted few new members. Why? During the suspension, we will try to answer that question. I think a big part of the answer will be the complexity of the issues we confront. While many Americans agree there are enormous problems with corporate governance and the financial system, that isn't enough to convince them to learn arcane topics such as Rule 14a-8 or proxy solicitation rules. Despite all our hard work and the social website, we haven't found a solution to the challenge of education. At the end of the suspension, we will prepare a new business plan for the movement. Early discussions among board members suggest this will be sweeping. I know that a big component will be education.

During the suspension, only our centralized activities will cease. Members will continue with their individual efforts — submitting shareowner proposals, attending annual meetings and blogging — as before. The social website will remain up, but it will not accept new membership accounts. Current members can continue to use the site as they like, blogging and networking. I will continue to perform essential "maintenance" duties. As always, I will be available to chat with members and supporters. I will love to hear from you.

Thanks to everyone for your hard work. We will be back with a new plan and vision once the suspension ends.

Corporations Control Your World. Control Them.

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