As another example of how proxy access has entered into an advance stage of the governance dialogue, we are now wading into discussions regarding specific bylaw provisions, first with the...

The SEC held an open meeting today to adopt the final rules requiring pay ratio disclosure, which were just released. A company’s first reporting period for the pay ratio disclosure is ...

The United States Department of Justice has petitioned the United States Supreme Court to review a recent Second Circuit opinion that clarified what the Government must prove to establish...

A recent survey by the Brunswick Group counters beliefs that retail investors are always “pro-management” in any voting contest.  The survey examined the views of 801 US-based individ...

Changes to charters and bylaws by boards, director and executive compensation, proxy access, director independence and overboarding are the key topics of focus in the ISS survey for the 2...

The SEC has announced an open meeting next Wednesday, August 5, 2015 at 10:00 am, to consider final adoption of the pay ratio rule.  It is scheduled to be the last of three rule-related t...

The WSJ reports that the SEC will likely adopt a pay ratio rule next week.  Amidst intense speculation over whether the final rule will provide any flexibility to companies regarding coun...

In two pages, CalSTRS sets forth their expectations on board composition practices, an area of increasing attention by investors.  On board tenure, CalSTRS does not advocate for strict li...

CII filed a rulemaking petition asking that the SEC require companies to clarify the voting standards for the election of directors.  In their view, companies that use the state law defau...

A number of business groups sent a letter to Chair White announcing the formation of the Corporate Governance Coalition for Investor Value (the Coalition).  The group includes the America...