So far, as we launch into the proxy season, only a handful of companies have filed additional soliciting materials to dispute proxy advisory firm recommendations. These materials were alm...

As a result of the Dodd-Frank Act, the over-the-counter derivatives markets have become subject to significant new regulatory oversight. As the markets respond to these new regulations, t...

At its meeting last week, Disney’s proxy access proposal received 40% in support.  As we previously discussed here, the SEC Staff did not permit the company to exclude the proposal from...

In another move that more closely aligns Nasdaq listing standards with those of the NYSE, Nasdaq has filed a proposed rule change with the SEC that would require its listed companies to h...

Professor Joseph Grundfest at Stanford Law School and The Rock Center for Corporate Governance suggests that the SEC should not initiate enforcement action against Netflix in his article,...

In Gabelli v. Securities and Exchange Commission, No. 11-1274, the United States Supreme Court unanimously concluded that the five-year statute of limitations applicable to actions brough...

As widely reported, on February 22 in Greenlight Capital, L.P. v. Apple, Inc., a federal court in New York enjoined Apple shareholders from voting on a proposal that combined four charter...

Companies with shareholder proposals are often frustrated by what they view as offensive, or merely wrong, supporting statements that accompany the resolutions. The supporting statements ...

In the past month, no Dodd-Frank rulemaking requirement deadlines passed or were met with finalized rules. No new rules that would meet rulemaking requirements were proposed. As of March...

Companies can now obtain their ISS QuickScore via the ISS data verification site. The QuickScores will also be provided on companies’ ISS proxy research reports, and beginning the secon...