On February 19, 2010, the NYSE began sending to all its listed companies its annual corporate governance letter highlighting considerations for NYSE-listed issuers in light of the upcoming annual shareholders’ meeting season.
The letter highlights certain obligations of NYSE-listed companies to the NYSE regarding notifications, filings, other corporate governance matters and changes to these rules that have occurred in the past year (including a list of selected updates from January 1, 2009 to December 31, 2009). Among the recent changes noted in the letter were the following:
- amendment to NYSE rule 452 to eliminate discretionary broker voting in connection with the election of directors (effective January 1, 2010)
- modifications to the corporate governance listing standards set forth in Section 303A of the Listed Company Manual, which included clarification of certain standards and replacement of certain disclosure requirements by incorporating applicable requirements of Item 407 of Regulation S-K (effective January 1, 2010)
- modifications to the NYSE’s timely alert policy, which now allows companies to comply with the policy by disseminating material news via a press release or any other method that complies with Regulation FD (effective May 7, 2009)