Last week, Cooley’s Reid Hooper attended the annual meeting of shareholder proposal stakeholders that Corp Fin hosts. Here are a few facts to help you glean some information about these meetings from Reid, who has been an...more
A lot of people are talking about the results recently posted by Vanguard from the first year of its pass-through voting pilot program. Many understandably want to read the tea leaves as indicating that “investor choice”...more
We’ve known for some time that Corp Fin is reviewing Form 8-Ks filed after a company experiences a cybersecurity incident – including whether those 8-Ks should be filed under Item 1.05 or Item 8.01. These reviews have...more
I was talking with Cooley partner Brad Goldberg about how he has been helping quite a few companies revisit their bylaws in response to the Delaware Supreme Court’s recent Kellner decision....more
Last week, the SEC approved the PCAOB’s new quality control standard – QC 1000 – that establishes a risk-based quality control framework for independent auditors to follow....more
Here are 10 bullets you can tell your senior management team and board based on lessons learned about shareholder proposals from this proxy season (hat tip to Proxy Analytics’ Steve Pantina for his help with these)...more
Yesterday, the SEC announced it had charged seven companies with violating ’34 Act Rule 21F-17(a) by using employment and separation agreements to impede potential whistleblowers from reporting misconduct to the SEC....more