Corporate and Financial Weekly Digest - Volume IX, Issue 41

Katten Muchin Rosenman LLP
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In this issue:

- ISS Releases 2015 Draft Voting Policy Changes for Comment

- SEC Investor Advisory Committee Releases Recommendations on Changes to Accredited Investor Definition

- FINRA Proposes to Revise Implementation Date for Supplemental Inventory Schedule

- ISE Proposes to Amend Rules Regarding Information Barriers Between Customer and Proprietary Businesses

- CFTC Provides Additional Relief to Certain Delegating CPOs

- Delaware Chancery Rejects Books and Records Demand as Time-Barred

- Investment Adviser Challenges Constitutionality of SEC Administrative Proceedings

- Beneficial Owner Disclosure and Its Potential Impact on Global Financial Businesses

- EU Commission Adopts New Prudential Rules Applicable to Financial Institutions

- Excerpt from ISS Releases 2015 Draft Voting Policy Changes for Comment:

On October 15, Institutional Shareholder Services (ISS), a leading proxy advisory firm, released for comment draft voting policy changes for 2015. The two significant proposals that would impact US companies are as follows:

- Equity Plan Scorecard: In place of the existing approach (using a series of “pass/fail” tests), ISS is proposing a “scorecard” model for evaluating equity plan proposals, which will involve consideration of various factors within three main categories: (1) plan cost (relative to its peers); (2) plan features and (3) grant practices. Consideration of these factors, in their entirety, will result in a total equity plan scorecard score. ISS has indicated that the scorecard factors and their relative weights would be keyed to company size and status, with different weights, and therefore scorecards, applicable to companies in the S&P 500, Russell 3000 (excluding S&P 500), Non-Russell 3000 and “Recent IPOs” or “Bankruptcy Emergent companies.”

Please see full publication below for more information.

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DISCLAIMER: Because of the generality of this update, the information provided herein may not be applicable in all situations and should not be acted upon without specific legal advice based on particular situations.

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