Although SEC Chairman Mary Schapiro said that the rule “reflects compromise and weighing of competing interests,” the dissenting commissioners, as well as business interests, criticized it because it gives more leverage to institutional shareholders at the expense of individual shareholders.

Schapiro opened the 75-minute meeting by noting that the director nomination process has been debated for more than 30 years and for the fourth time in recent years. She also said that the July 21 enactment of the financial reform bill, officially the Dodd-Frank Wall Street Reform And Consumer Protection Act, put to rest questions about whether the SEC has the authority to issue the proxy access rule.