From the standpoint of organizations supporting shareholder initiatives, the 2011 proxy season was a great success -- a success to build upon in 2012. Both and now have produced their reviews, totaling the percent of support for various types of investor initiatives. Not only did their research note that support rose in most categories, but that more companies seemed to be willing to negotiate changes with activists, or to adopt measures on their own in the face of possible shareholder action.

While many companies express exasperation with various measures that grew from the Dodd-Frank Act --- reactions captured in , for example -- Corporate America still must follow the various rules that have grown out of the act. Those rules cover everything from allowing shareholders to install a say-on-pay mechanism to provide for investor feedback on compensation, to protecting whistleblowers.

In the case of proxy access, brushing up on the changing applicability of SEC rules definitely seems in order. As Mayer Brown writes in its legal note, for example, a company "seeking to exclude a proxy access shareholder proposal will need to follow the procedures set forth in Rule 14a-8," rather than the now-disallowed Rule 14a-11.

for companies that receive a proxy access proposal under the new regimen. It includes, first, implementing its own proxy access process, then seeking to exclude any shareholder proposal by arguing that access has been "substantially implemented." The next step would be putting the shareholder proposal to an investor vote, either supporting or opposing it -- or putting its own version to a vote, while seeking to exclude the shareholder measure by arguing that it conflicts with management's."

"Because these rules will be in effect for the 2012 proxy season, public companies should take steps now to prepare for possible proxy access proposals in the upcoming proxy season," . Those steps include "identifying and engaging with large and active shareholders to determine their concerns, educating board members about the possibility of access proposals, and reviewing the company's advance-notice bylaws and procedures for shareholder nomination of directors."