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SEC publishes proposed rules on stockholder proxy access

  • Jenner & Block
  • -
  • USA
  • -
  • June 16 2009

On June 10, 2009, the Securities and Exchange Commission ("SEC") published stockholder proxy access rules following a history of unsuccessful prior proposals

SEC proposes to add flexibility to e-proxy rules to increase voter response

  • Jenner & Block
  • -
  • USA
  • -
  • October 19 2009

The number of individual shareholders who vote when they receive only a notice informing them of the availability of proxy materials on the internet is significantly lower than when those shareholders receive a full set of proxy materials, according to recent statistics

New SEC guidance on shareholder proposals

  • Jenner & Block
  • -
  • USA
  • -
  • October 27 2009

On October 27, 2009 the Securities and Exchange Commission (the "SEC") released Staff Legal Bulletin No. 14E (the “SLB”) regarding shareholder proposals and notification re: no-action requests

Companies and shareholder proponents may alert the staff that they intend to submit correspondence related to a no-action request

  • Jenner & Block
  • -
  • USA
  • -
  • October 27 2009

If a company or a shareholder proponent intends to submit correspondence in connection with a no-action request, the Staff encourages them to contact it so that, if possible, it can review the correspondence prior to issuing a no-action response

Companies may no longer rely on Rule 14a-8(i)(7) to exclude proposals focusing on CEO succession planning

  • Jenner & Block
  • -
  • USA
  • -
  • October 27 2009

Until now, the SEC has generally taken the view that companies may exclude proposals relating to CEO succession planning in reliance on Rule 14a-8(i)(7) because the proposals related to termination, hiring or promotion of employees

Analytical framework for determining whether a company may exclude proposals related to risk under Rule 14a-8(i)(7)

  • Jenner & Block
  • -
  • USA
  • -
  • October 27 2009

Until now, the SEC analyzed a company’s ability to exclude proposals relating to environmental, financial or health risks under Rule 14a-8(i)(7) by determining whether the proposal related to the company engaging in an evaluation of risk, which the SEC viewed as relating to a company’s ordinary business operations

What you need to know about the SEC’s proposed changes to proxy disclosure

  • Jenner & Block
  • -
  • USA
  • -
  • July 21 2009

On July 10, 2009 the SEC published its proposed rules regarding proxy disclosure and solicitation enhancements designed to better inform and empower investors, to improve corporate governance, and to help restore investor confidence

SEC cooperation: game changer or the same old game?

  • Jenner & Block
  • -
  • USA
  • -
  • January 20 2010

On January 13, 2010, the Securities and Exchange Commission ("SEC") formally announced a new initiative to encourage individuals, as well as corporations, to assist the SEC in investigations

BAE Systems PLC

  • Jenner & Block
  • -
  • USA
  • -
  • September 20 2010

UK company BAE Systems PLC pleaded guilty to one charge of conspiring to make false statements to the U.S. government in connection with certain regulatory filings and undertakings

Financial reform: how it will affect your company’s compensation practices, corporate governance and employee benefit plans

  • Jenner & Block
  • -
  • USA
  • -
  • July 21 2010

The recently passed Dodd-Frank Wall Street Reform and Consumer Protection Act (the "Act") represents over a year of difficult compromise and overhauls the nation's financial regulatory system