News & Analysis as of

Voting Requirements Securities and Exchange Commission (SEC) Board of Directors

Venable LLP

Protecting Closed-End Investment Companies under Maryland Law

Venable LLP on

Closed-end investment companies registered under the Investment Company Act of 1940, as amended (the "1940 Act"), have proven to be a product sought by many investors, especially individuals. Despite their appeal to long-term...more

Vedder Price

SEC Extends Relief from 1940 Act In-Person Voting Requirements

Vedder Price on

As previously reported, in March 2020, the SEC issued exemptive orders providing relief from certain provisions of the Investment Company Act of 1940 to registered funds in light of the outbreak of coronavirus disease 2019...more

Eversheds Sutherland (US) LLP

And now for some good news - SEC no-action position provides limited relief for fund in-person voting requirements

On February 28, 2019, the Chief Counsel’s Office of the Securities and Exchange Commission’s Division of Investment Management issued a letter stating its no-action position regarding certain in-person voting requirements...more

Mayer Brown Free Writings + Perspectives

SEC Loosens In-Person Voting Requirement for BDC Boards

On February 28, 2019, the staff of the Securities and Exchange Commission’s Division of Investment Management issued a no-action letter to the Independent Directors Council permitting board members of a business development...more

Perkins Coie

SEC Staff Relaxes Certain In-Person Board Voting Requirements for Registered Investment Companies

Perkins Coie on

The SEC’s Division of Investment Management has relaxed certain in-person voting requirements for fund boards, subject to certain conditions, in a no-action letter to the Independent Directors Council (the IDC) issued on...more

Morgan Lewis

SEC Staff Relieves Fund Boards of Certain In-Person Voting Requirements

Morgan Lewis on

The US Securities and Exchange Commission staff provides new no-action relief to fund boards of directors from in-person voting requirements under certain circumstances....more

Dechert LLP

SEC Provides No-Action Relief from Certain Fund Director In-Person Meeting Requirements

Dechert LLP on

The Staff of the SEC’s Division of Investment Management (Staff) has issued a no-action letter permitting a registered fund’s board of directors (board) in certain circumstances to meet telephonically, by video conference or...more

Proskauer Rose LLP

Nasdaq Proposes Modifications to 20% Shareholder Approval Rule

Proskauer Rose LLP on

On February 13, 2018, Nasdaq proposed amendments to Listing Rule 5635(d), which currently requires shareholder approval when a company issues common stock (or securities convertible into or exercisable for common stock) for...more

Dechert LLP

NASDAQ Proposes Revisions to Shareholder Approval Rules

Dechert LLP on

Nasdaq, Inc. recently requested comments regarding possible updates to its “20% voting rule.” That rule, adopted in 1990, requires Nasdaq listed companies to obtain shareholder approval when issuing 20% or more of its stock...more

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