In a recent speech to the Council of Institutional Investors, SEC Commissioner Kara Stein expressed her support for CII’s rulemaking petition seeking universal proxy ballots for proxy c...
The most common trigger for clawback of compensation is the occurrence of a restatement of financial results, according to a PwC study of 100 large public companies’ proxy disclosure fr...
The SEC’s official position last Friday, which we discussed here, reinforced the Staff’s earlier guidance, and boiled down to a requirement to comply with the conflict minerals rules ...
There remains some confusion about who exactly is getting information about vote tallies before an annual meeting, since the controversy in May 2013 surrounding the independent chair prop...
We recently discussed early 2014 proxy season governance trends. With respect to shareholder proposals, the total number filed in 2014 is expected to exceed the prior year’s total, acco...
In one fell swoop, Nabors Industries recently announced a number of significant governance changes that adopt the resolutions of several of the most common shareholder proposals, includin...
Senate Assistant Majority Leader Dick Durbin (D. Illinois) and a group of 11 other senators are urging the SEC to move forward with the initial deadline of May 31 (or June 2, 2014 for thi...
U.S. public companies concerned with pending governance changes are waiting and watching the SEC work on the remaining Dodd-Frank mandates and possibly take action on projects related to ...
In response to questions about the use of Twitter and certain other social media platforms under securities laws given the restrictions on the amount of information that can be conveyed, ...
While we are still in early days of the 2014 proxy season, trends are starting to emerge. The following update summarizes these developments:
Institutional investors promote governance r...
