In its long-awaited FAQs, ISS indicates that it will generally recommend in favor of management and shareholder proposals for proxy access which allow for nominations to be made by shareh...

The NYSE has proposed amending its rules on the solicitation of proxies through member organizations, as set forth in Section 402.05 of the Listed Company Manual, to make clear that compa...

Amalgamated Bank’s LongView Funds has written to several Delaware representatives, including the state governor, urging immediate legislative action to clarify that the “American rule...

SEC Rules and Regulations SEC Proposes Hedging Disclosure Rule Industry Update Electronic Blue Sky Notice Filings for Regulation D Offerings Office of Compliance Inspections and Examin...

Proxy access is back in the news and back on the agenda for many U.S. public companies. Four years after the DC Circuit invalidated the SEC’s proxy-access rule, we are seeing company-by...

As a result of the SEC decision to withdraw its no-action letter decision granting Whole Foods the ability to exclude a proxy access shareholder proposal on January 16, the company has de...

In a recent speech on shareholder proposals, Keith Higgins, the SEC director of the Division of Corporation Finance, indicated that the rights under Rule 14a-8 for shareholder proposals i...

On February 9, 2015, the SEC proposed a long-awaited rule on disclosure of company equity hedging policies, as required by Section 955 of the Dodd-Frank Wall Street Reform and Consumer Pr...

Imperial Holdings’ shareholders have sued the company and its board over a bylaw that the board adopted last November. The bylaw requires that a current or prior shareholder may not ini...

The SEC has released a rule proposal on disclosure of hedging by employees, officers and directors, as required under the Dodd-Frank Act. We will issue a client memorandum shortly.