News & Analysis as of

Proxy Season Annual Meeting Board of Directors

Allen Matkins

California Decides That The Sun Shall Not Set On Virtual Meeting Statutes

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Despite being home to the Silicon Valley, California has not embraced with abandon virtual-only meetings of shareholders.  Section 600(e) of the Corporations Code currently does not permit virtual only meetings unless one of...more

Wilson Sonsini Goodrich & Rosati

2023 Silicon Valley 150 Corporate Governance Report

The firm is pleased to present its 2023 Silicon Valley 150 Corporate Governance Report, which analyzes the governance of the Valley's largest public companies and reviews various matters regarding annual meetings held between...more

White & Case LLP

Key Considerations for the 2024 Annual Reporting and Proxy Season: Your Upcoming Form 10-K

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Each year in our Annual Memo, White & Case's Public Company Advisory Group provides practical insights on preparing Annual Reports on Form 10-Ks, Annual Meeting Proxy Statements and, for FPIs, the Annual Report on Form 20-F....more

Skadden, Arps, Slate, Meagher & Flom LLP

Matters To Consider for the 2024 Annual Meeting and Reporting Season

Companies have important decisions to make as they prepare for the 2024 annual meeting and reporting season. We have compiled this overview of the latest key issues — including SEC disclosure requirements, SEC guidance,...more

BakerHostetler

Preparing for the 2023 Proxy and Annual Reporting Season: Key Issues and Considerations

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Companies are beginning to look ahead to the upcoming 2023 proxy and annual reporting season, and there are a number of key issues to consider as preparations commence. This alert provides an overview of these issues and...more

BCLP

Delaware Corporate Law Developments: What You Need to Know for 2023

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Delaware corporate law continually evolves, and 2022 was no exception. As the year draws to a close and proxy season approaches, here are highlights of significant changes that may impact 2023 annual meeting plans, among...more

Venable LLP

Responding to Stockholder Proposals, Director Elections and Say-On-Pay Votes

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​​​​​​​As boards of directors of public companies prepare for their 2023 annual meetings and, relatedly, consider the voting results from 2022 annual meetings, we are being asked for advice concerning (a) the duties of...more

Fenwick & West LLP

2021 Proxy Season Results in Silicon Valley and at Large Companies Nationwide

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Shareholder activism has been a significant phenomenon amongst the largest U.S. public companies, with activists of a variety of stripes waging campaigns on a wide range of issues. As such activism has continued to grow, it...more

Stinson - Corporate & Securities Law Blog

Preliminary Planning for the 2022 Proxy Season

Our preliminary list of important planning considerations for the 2022 proxy season is set forth below. - Directors’ and Officers’ Questionnaires; Committee Charters - We have identified only a few possible changes...more

Snell & Wilmer

Annual Meeting and Proxy Considerations

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Holding Your Annual Meeting Virtually—Lessons Learned From 2020 - In light of the circumstances surrounding the COVID-19 pandemic, it comes as no surprise that there was a dramatic increase in the number of virtual...more

Fenwick & West LLP

2020 Proxy Season Results in Silicon Valley and Large Companies Nationwide

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This comprehensive report covers trends in stockholder voting at annual meetings in the 2020 proxy season among the technology and life sciences companies included in the Fenwick – Bloomberg Law Silicon Valley 150 List (SV...more

Goodwin

ISS 2021 Policy Updates On Federal Forum And Exclusive State Law Forum Provisions, Board Diversity And Other Matters

Goodwin on

Institutional Shareholder Services (“ISS”) published its proxy voting guidelines updates for 2021 (“Policy Updates”) on November 12, 2020. The changes that are likely to be of most interest to companies include new and...more

Stinson - Corporate & Securities Law Blog

Preliminary Planning for the 2021 Proxy Season

Our preliminary list of important planning considerations for the 2021 proxy season is set forth below. Directors’ and Officers’ Questionnaires; Committee Charters - We have identified only a few possible changes to...more

Wilson Sonsini Goodrich & Rosati

Silicon Valley 150 Risk Factor Trends Report

Wilson Sonsini Goodrich & Rosati is pleased to present the Silicon Valley 150 Risk Factor Trends Report, which analyzes the risk factor practices of the Valley’s largest public companies. This report covers risk factor...more

White & Case LLP

Glass Lewis Guidelines Update on Virtual-Only Meetings Due to COVID-19

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On March 19, 2020, Glass Lewis announced that for the duration of the 2020 proxy season, it will "take into account the extenuating circumstance of the COVID-19 pandemic when applying [its] policy on virtual-only shareholder...more

Wilson Sonsini Goodrich & Rosati

2019 Silicon Valley 150 Corporate Governance Report

Wilson Sonsini Goodrich & Rosati is pleased to introduce the 2019 Silicon Valley 150 Corporate Governance Report, which analyzes the governance of the Valley’s largest public companies and reviews various matters regarding...more

Eversheds Sutherland (US) LLP

Considerations for the 2020 proxy season

Companies preparing for their annual shareholder meetings will need to consider a variety of factors, including new guidance from the Securities and Exchange Commission (SEC) and recommendations from Glass, Lewis & Co. (Glass...more

Snell & Wilmer

Annual Meeting and Other Considerations

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Climate Scorecard. At this point, public companies are keenly aware of the growing emphasis shareholders place on companies’ practices in regard to environmental, social and governance (“ESG”) issues. In furtherance of that...more

White & Case LLP

Key Considerations for the 2020 Annual Reporting and Proxy Season

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This memorandum outlines key considerations from White & Case's Public Company Advisory Practice for US public companies in preparation for the 2020 annual reporting and proxy season. Section I of this memo describes our...more

Dorsey & Whitney LLP

ISS Provides 2019 Voting Policy Updates

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ISS recently announced the 2019 updates to its proxy voting policies, which can be found here and which will be applied to annual meetings held on or after February 1, 2019. Among the various updates provided by ISS, the...more

Fenwick & West LLP

2018 Proxy Season Results in Silicon Valley and Large Companies Nationwide

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A Comparison of Silicon Valley Public Companies and the Large Public Companies of the S&P 100 - This comprehensive report covers trends in stockholder voting at annual meetings in the 2018 proxy season among the technology...more

Skadden, Arps, Slate, Meagher & Flom LLP

Preparing for the Shareholder Proposal Season

On November 16, 2017, Skadden held our webinar “Preparing for the Shareholder Proposal Season.” The panelists were Michael Garland, Assistant Comptroller for Corporate Governance and Responsible Investment in the Office of...more

Fenwick & West LLP

2017 Proxy Season Results in Silicon Valley and Large Companies Nationwide

Fenwick & West LLP on

This companion supplement to the Fenwick survey, “Corporate Governance Practices and Trends: A Comparison of Large Public Companies and Silicon Valley Companies,” covers trends in stockholder voting at annual meetings in the...more

Fenwick & West LLP

2016 Silicon Valley Proxy Season Results

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A Comparison of Silicon Valley Public Companies and Other Large Bay Area Public Companies - This companion supplement to the Fenwick survey, Corporate Governance Practices and Trends: A Comparison of Large Public...more

Pillsbury Winthrop Shaw Pittman LLP

Proxy Season Brings a Third Wave of “Gotcha” Shareholder Litigation

Proxy season is upon us and the plaintiffs’ bar is demonstrating its resourcefulness by bringing a third wave of shareholder litigation. This new wave, which has not crested yet, consists of a return to derivative shareholder...more

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