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Key Takeaways from the SEC’s Proxy Process Roundtable: Is Proxy Voting Reform on the Horizon?

USA - November 20 2018 On November 15, 2018, the SEC held an all-day roundtable to hear the views of investors, issuers, proxy advisors and other market participants on the...

Aabha Sharma.


Nasdaq Increases Flexibility by Amending its 20 Shareholder Approval Rule for PIPEs and Other Private Placements

USA - October 11 2018 Nasdaq recently amended the price tests under Nasdaq Rule 5635(d) -- the shareholder approval rule often applied in PIPE (private investments in...

Andrew Holt.


Heads Up for the 2018 Proxy Season: Tips from the SEC Staff on Applying the New Board Analysis Element in Requesting Shareholder Proposal No-Action Relief

USA - November 20 2017 As we discussed in an earlier post, available here, Staff Legal Bulletin 14I addressed, among other things, the new requirement of the staff of the...

Kaitlin Descovich.


Heads Up for the 2018 Proxy Season: Requests to Exclude Shareholder Proposals on “Ordinary Business” Grounds Will Now Require Discussion of Board Analysis

USA - November 8 2017 On November 1st, the staff of the SEC's Division of Corporation Finance issued Staff Legal Bulletin (SLB) No. 14I on Rule 14a-8 shareholder proposals...

Ellen J. Odoner.


SEC Proposes Universal Proxy Cards: How Will the Proposal Fare Under the Trump Administration?

USA - November 14 2016 On October 26, 2016 the U.S. Securities and Exchange Commission proposed proxy rule amendments that would require, in a contested election of...

Niral Shah.