Shareholder proposal rule
Welcome to the Corporate Briefing, where we review the latest developments in corporate law that you need to know about. In this month’s issue, we discuss...more
Up to now, the virtual Annual General Meeting has been a provisional solution due to the exceptional situation caused by the pandemic, with an end date of August 31, 2022 set in the so-called COVID-19 Act. The German Federal...more
Key Trends: ◾ Since August 2021, AGMs where shareholders were actively encouraged not to attend have become less common. Most companies are instead holding their meetings with physical attendance neither actively...more
Le novità da considerare per l’imminente stagione assembleare e per aggiornare la corporate governance anche alla luce delle disposizioni introdotte per l’emergenza COVID-19. Le nuove modalità per l’assemblea dei soci tra...more
Der Gesetzgeber hat für die Hauptversammlungssaison 2021 punktuelle Änderungen an den Regelungen zur virtuellen Hauptversammlung beschlossen. Diese sind bei der Vorbereitung ab sofort zu berücksichtigen....more
While balance sheet proposals saw a slight downturn, COVID-19 and FEFTA appear not to have dampened shareholders' desire to effect change via AGM proposals....more
On 20 March 2020, the UK Government published its Corporate Insolvency and Governance Bill (the "Bill") which amends certain aspects of current insolvency and governance legislation to provide businesses with the flexibility...more
ISS and Glass Lewis have issued guidance on their corporate governance voting policies that adds flexibility to reflect the realities of the impact of the COVID-19 crisis and the challenges in responding to it. Public...more
Public companies and their boards can look to the recently released guidance of ISS and Glass Lewis when considering best therapies to address corporate governance and broader environmental, social and governance issues. The...more
Today, ISS provided special policy guidance on the impact of the COVID-19 pandemic, observing that, in light of the current uncertainty, it is appropriate “to provide our stakeholders with some specific guidance on a number...more
Directors managing the impact of the COVID-19 pandemic on the business must remember their fiduciary duties as they consider potential actions and approaches, including M&A and interested party transactions, and should...more
On March 27, 2020, Germany passed a package of COVID-19-related amendments that apply to various areas of the law, with some important aspects already put into effect in the country on March 28, 2020. Included in the act on...more
As the COVID-19 pandemic disrupts life across the United States with lockdowns and stay-at-home orders in many states and cities, directors and officers wrestle with alternatives for holding annual stockholder meetings in a...more
The protective measures to prevent the spread of COVID-19, in particular the restrictions of the individuals’ right to convene, limit the ability to act for companies of different legal forms under German law...more
Companies have been considering changes to annual meetings because of the concerns about the coronavirus and the disease that it causes known as COVID-19. The typical procedures regarding the presentation of shareholder...more
Companies May Extend Disclosure Deadlines and Implement Changes to Annual Meetings; SEC Reminds Companies of Disclosure Obligations - The Securities and Exchange Commission recently announced that it is providing...more
On March 13, 2020, the staff (the “Staff”) of the U.S. Securities and Exchange Commission (the “SEC”) provided guidance regarding potential changes to the date, time, location, or format of upcoming annual meetings of...more
Travel restrictions, quarantines, office closures and social distancing associated with the novel coronavirus (COVID-19) are rapidly disrupting normal business operations throughout the United States, and these disruptions...more
As a result of measures designed to limit the spread of COVID-19, Canadian public companies are reconsidering typical approaches to annual meetings of shareholders. Many public companies are deciding to hold virtual or hybrid...more
The novel coronavirus (COVID-19) is affecting all aspects of our clients' businesses, not to mention their personal lives. We are fielding numerous legal and practical questions in many different substantive areas and will...more
In a previous blog post, we discussed the availability of virtual shareholder meetings (i.e., “virtual-only” and “hybrid” meetings) as a potential alternative to the traditional in-person meeting during the 2020 proxy season...more
As the season for shareholders' annual general meetings is fast approaching, we are sharing with our clients and friends some suggestions that we believe provide strategic flexibility and reflect best practices in corporate...more