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ISS’s annual policy update, released this month in anticipation of the 2012 proxy season, revises existing policies and adopts new ones to respond to current developments. The policy ch...
In what may be the first major decision this proxy season on shareholder proposals, the SEC staff has granted no-action letters to two companies, Hewlett-Packard Company and Deere & Compa...
SEC Rules and Regulations
SEC Adopts Private Fund Systemic Risk Reporting Rule
SEC Proposes Rules on the Registration of Security-Based Swap Dealers and Major Security-Based Swap P...
Although the SEC staff has publicly stated that the clawback provision is the most complex of the remaining Dodd-Frank governance rulemaking, the most controversial provision appears to b...
Engagement with shareholders plays an increasingly important role in strengthening issuers’ corporate governance practices. With proxy season around the corner, we turn to Donna Anders...
On October 18, 2011, a divided CFTC approved final rules that establish position limits for 28 exempt (metals and energy) and agricultural commodities. The rules cover futures and options...
Section 951(b)(2) of Dodd-Frank requires companies to hold a non-binding shareholder vote on executive severance packages (golden parachutes) in connection with M&A transactions that are ...
The latest Spencer Stuart Board Index (November 2011) finds that three-fourths of S&P 500 companies require annual election for directors and 79% have some form of majority voting. 41% o...
On November 2, 2011, Treasury released proposed revisions to the regulations under Section 892 of the Internal Revenue Code of 1986 (the “Code”). Section 892 provides an exemption fro...
Davis Polk is pleased to present the November Dodd-Frank Progress Report. The 37 rulemaking deadlines in October bring the number to date up to 200 - half of the 400 total required by the...