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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.

Looking Ahead to 2017 Proxy Season: Have the Floodgates Opened for Next Generation Access Proposals?

USA - August 11 2016 A recent denial of no-action relief by the SEC Staff has called into question how closely a company’s proxy access bylaw must mirror a shareholder...

Howard B. Dicker, Catherine T. Dixon, P.J. Himelfarb, Ellen J. Odoner, Lyuba Goltser.

Focus for Q2: Practical Tips for “Self-Correcting” Non-GAAP Disclosure in Light of the SEC’s Updated Guidance

USA - June 24 2016 In the wake of its release on May 17, 2016 of updated Compliance and Disclosure Interpretations (“CDIs”) relating to the disclosure of non-GAAP...

Howard B. Dicker, Catherine T. Dixon, P.J. Himelfarb, Ellen J. Odoner, Lyuba Goltser.