On July 22, the D.C. Circuit Court of Appeals vacated Exchange Act Rule 14a-11, the proxy access rule that was approved by the Securities and Exchange Commission ("SEC") in August 2010. The rule sought to provide certain shareholders with the right to nominate corporate directors and have those nominations appear in corporate proxy statements. The rule was originally expected to be effective in November 2010, but it was stayed pending a request for judicial review by the U.S. Chamber of Commerce and the Business Roundtable.… More
Tag Archives: Proxy Access
On October 4, the Securities and Exchange Commission ("SEC") granted a stay of the new proxy access rules that are intended to allow certain shareholders to: (1) nominate directors and have those nominations included in corporate proxy materials; and (2) propose amendments to corporate procedural requirements for shareholder director nominations. The proxy access rules, adopted in August, had been scheduled to go into effect on November 15, 2010. A request for a stay was filed by the U.S. Chamber of Commerce and the Business Roundtable after these organizations sought judicial review of the rules before the D.C.… More
The Securities and Exchange Commission ("SEC") published Rule 14a-11 today in the Federal Register (.pdf). As discussed in our September 7 post below, this Rule provides for proxy access to certain long-term shareholders, including socially responsible investment funds and pension funds. The rule is effective 60 days after being published in the Federal Register, or November 15, 2010.
Taking into account the uniform 120 day advanced notice deadline,… More
On August 25, the Securities and Exchange Commission (“SEC”) passed a new proxy access rule that will provide certain shareholders with the right to nominate corporate directors and have those nominations appear in corporate proxy statements. Shareholder advocates have advocated for a federal proxy access rule for nearly thirty years. A draft rule was published in June 2009, and the recently passed Dodd-Frank Wall Street Reform and Consumer Protection Act (.pdf) confirmed the SEC’s authority to issue the new rule.… More