Welcome to the inaugural issue of The Insider. This new publication from King & Spalding’s Public Companies Practice, which will be produced periodically, is focused on key developments for chief legal officers and their...more
6/30/2021
/ Attorney-Client Privilege ,
D&O Insurance ,
Disclosure Requirements ,
Diversity and Inclusion Standards (D&I) ,
Duty to Monitor ,
Email ,
Fiduciary Duty ,
Forum Selection ,
Poison Pill ,
Regulatory Oversight ,
Third-Party
BlackRock Doubles Down on Sustainability -
• BlackRock signals substantially more assertive posture on climate-related issues
• New approach to shareholder proposals saw BlackRock support 54% of environmental and social...more
4/23/2021
/ Benchmarking ,
BlackRock ,
Climate Change ,
Coronavirus/COVID-19 ,
Diversity and Inclusion Standards (D&I) ,
EEO-1 ,
Environmental Social & Governance (ESG) ,
Institutional Shareholder Services (ISS) ,
Investment ,
Securities and Exchange Commission (SEC) ,
State Street ,
Sustainability ,
Transparency ,
Vanguard
Each January, BlackRock typically previews its stewardship priorities in CEO Larry Fink’s annual letter to portfolio companies, followed soon thereafter by updated proxy voting guidelines. Given BlackRock’s position as the...more
Proxy advisory firms ISS and Glass Lewis have issued their annual updated proxy voting guidelines for the upcoming 2021 proxy season. Glass Lewis’s new guidelines apply to shareholder meetings on or after January 1, 2021,...more
12/8/2020
/ Advance Notice ,
Board of Directors ,
Diversity and Inclusion Standards (D&I) ,
Environmental Policies ,
Exclusive Forum ,
Glass Lewis ,
Institutional Shareholder Services (ISS) ,
Nasdaq ,
Notice Requirements ,
Policy Terms ,
Proxy Advisors ,
Proxy Voting Guidelines ,
Securities and Exchange Commission (SEC) ,
Sexual Harassment ,
Term Limits ,
Virtual Meetings ,
Woman Board Members
On September 23, 2020, the SEC adopted long-awaited amendments to Rule 14a-8 modifying the criteria for eligibility and resubmission of shareholder proposals. Prior to these amendments, the submission threshold had not been...more
New Market Paradigm and Pandemic Impact Requires New Solutions for U.S. Public Companies -
After years of tremendous economic growth, COVID-19 has unleashed unprecedented market volatility and extreme value dislocations for...more
The COVID-19 pandemic is an unprecedented event in human history, with massive impacts on people and organizations around the world. Companies in the United States have been evaluating and responding to the crisis for several...more
BlackRock, Vanguard, and State Street Global Advisors are the world’s three largest asset managers, collectively representing over $16 trillion in AUM, including 81% of all ETF assets. These “Big Three” investors collectively...more
On January 14th, BlackRock’s CEO Larry Fink issued his annual letter to portfolio company CEOs, this year titled “A Fundamental Reshaping of Finance.” The letter focuses on the potential effect that climate change will have...more
The dramatic shifts in the investment landscape—from individual to institutional shareholders and from actively managed funds to indices—have put pressure on boards to strengthen governance and oversight practices. On July...more
Over the last year, there has been a steady drumbeat of allegations of workplace sexual against dozens of prominent figures from media, politics, and business. A wide range of companies have seen top executives resign in the...more
19 Law Firm Consensus Report as of 10:00 am EST, Monday, January 22, 2018 -
On Friday, January 19, 2018, the Securities and Exchange Commission (SEC) announced that “should there be a federal government shutdown after...more
On November 22, 2017, Glass Lewis issued its updated proxy voting guidelines for the upcoming 2018 proxy season. Notable updates applicable to U.S. companies include new or revised policies relating to:
..gender diversity...more
On November 16, 2017, Institutional Shareholder Services (“ISS”) issued its updated proxy voting guidelines for the upcoming 2018 proxy season. Notable updates applicable to U.S. companies include new or revised policies:...more
Georgia Legislature Acts to Nullify Georgia Supreme Court’s Decision in FDIC v. Loudermilk -
After passing both the Georgia House of Representatives and the Georgia Senate, House Bill 192 is awaiting the signature of the...more
Proxy advisory firms Institutional Shareholder Services (ISS) and Glass, Lewis & Co. (Glass Lewis) recently issued updated proxy voting guidelines for the upcoming 2017 proxy season. Notable updates were issued by one or...more
On October 31, 2016, Institutional Shareholder Services (ISS), a proxy advisory firm, announced its rebranded corporate governance rating system. Formerly known as QuickScore, the rating system is now called QualityScore to...more