News & Analysis as of

Securities and Exchange Commission (SEC) Shareholder Proposals Climate Change

Goodwin

SEC Disclosure and Proxy Matters Under the Trump Administration

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Public companies are revisiting their disclosures to keep up with recent EOs and SEC developments this proxy season....more

A&O Shearman

Preparing for the 2025 proxy season

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This guide discusses important themes from the 2024 proxy season and developing trends we are monitoring for 2025. It also includes a “housekeeping checklist” designed to assist you as you prepare your proxy statement. For...more

Perkins Coie

Glass Lewis Voting Policy Changes for 2025: 8 Things to Know

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Recently, Glass Lewis announced the release of its 2025 U.S. Benchmark Policy Guidelines and guidelines for Shareholder Proposals & ESG-Related Issues that apply across markets. Here are 8 things to know about this year’s...more

Fenwick & West LLP

Securities Law Update - June 2024

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Welcome to the latest edition of Fenwick’s Securities Law Update....more

Skadden, Arps, Slate, Meagher & Flom LLP

Corporate Boards Face ESG Pressure From Both the Left and Right

Over the past decade, environmental, social and governance (ESG) topics have featured heavily in social and political discourse. ESG has also become prominent in the boardroom as directors navigate how best to address...more

Venable LLP

ISS and Glass Lewis Release Proxy Voting Policy Changes for 2024

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On December 19, 2023, Institutional Shareholder Services Inc. (“ISS”) released its updates to its Proxy Voting Guidelines. Somewhat unusually, ISS made only one change to its voting recommendation policies for U.S. public...more

Cadwalader, Wickersham & Taft LLP

Republicans Unveil Bills Targeting ESG in Securities and Banking

In late July 2023, House Republicans on the Financial Services Committee introduced four bills targeting various business and market activities that implicate environmental, social, and governance issues. In a statement...more

Morgan Lewis

Proxies, Pay, and the Brave New World of ESG

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Environmental, social, and governance (ESG) matters are now the subject of significantly greater regulatory scrutiny and are becoming a more prominent part of public companies’ mandatory filings, shareholder proposals, and...more

Vinson & Elkins LLP

[Webinar] Navigating the 2023 Annual Meeting and Reporting Season - November 17th, 9:00 am - 12:00 pm CT

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In this program, we will focus on SEC developments affecting, and practical aspects of preparing for, public companies’ annual meetings and annual reports, including compensation, shareholder proposals and corporate...more

Orrick, Herrington & Sutcliffe LLP

ESG-Related Shareholder Proposals – Takeaways from the First Half of 2022

ESG-related shareholder proposals featured prominently in the most recent proxy season, with nearly 40% of large-cap public companies facing a shareholder vote on ESG topics in the last six months. We reviewed ESG-related...more

Katten Muchin Rosenman LLP

ESG Shareholder Proposals: Practical Guidance from Proxy, Legal, IR and Consulting Perspectives

On January 6, Katten Capital Markets partner Farzad Damania, along with Zally Ahmadi of D.F. King, George Lu of ADEC ESG Solutions and Ari Frankel of Solebury Trout, presented a program sharing their insights into the trends...more

Perkins Coie

Preparing for the 2022 Public Company Reporting Season

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During 2021, the U.S. Securities and Exchange Commission (SEC) adopted rule changes and provided public companies with useful guidance on various topics. In December, Institutional Shareholder Services (ISS) released its...more

Katten Muchin Rosenman LLP

Katten Partners Present 2022 Proxy Season Update

On December 2, Larry Levin and Alyse Sagalchik, partners in Katten's Capital Markets practice, along with Ernst & Young LLP and Meridian Compensation Partners (Meridian), shared updates for the 2022 proxy season as part of...more

Skadden, Arps, Slate, Meagher & Flom LLP

Matters To Consider for the 2022 Annual Meeting and Reporting Season

Companies have important decisions to make as they prepare for the 2022 annual meeting and reporting season. We have compiled this overview of key issues — including SEC disclosure requirements, recent SEC guidance,...more

BCLP

Excluding a Shareholder Proposal? Not So Fast…

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The SEC’s Division of Corporation Finance recently published Legal Bulletin 14L (CF) (the “Bulletin”) providing updated guidance on excluding shareholder proposals under Rule 14a-8 under the Exchange Act.  Specifically, the...more

Goodwin

CFPB Issues Interpretive Rule on FCRA Consumer Information Matching Requirements

Goodwin on

In This Issue. The Consumer Financial Protection Bureau (CFPB) issued an interpretive rule on Fair Credit Report Act consumer information matching requirements; the Securities and Exchange Commission (SEC) approved the Public...more

Goodwin

ESG Shareholder Proposals Will be More Difficult to Exclude After SEC Staff Interpretive Reversal

Goodwin on

On November 3, 2021, the staff (“staff”) of the Division of Corporation Finance (“Division”) of the U.S. Securities and Exchange Commission (“SEC”) published Staff Legal Bulletin No. 14L which reverses a series of...more

BCLP

SEC Acting Chair Announces Sweeping Climate and ESG Initiatives, New Regulatory Priorities and Potential Rollback of Recent Rule...

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In a speech on March 15, 2021, Allison Herren Lee, Acting Chair of the SEC, reported on the steps the SEC is taking to meet investors’ growing demand for climate and ESG information, stating that “no single issue has been...more

Dorsey & Whitney LLP

2019 Proxy Season Update: Shareholder Proposal Trends

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In the United States, the process by which shareholders submit proposals to be voted on at a company’s annual meeting has long been a mechanism used to promote often obscure special interests and social issues. In recent...more

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