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Corporate Governance Shareholder Proposals Proposed Rules

Ropes & Gray LLP

Capital Markets & Governance Insights - July 2025

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In a broad reversal of course on proposed rules issued by the Securities and Exchange Commission (SEC) under the leadership of former SEC Chair Gary Gensler, on June 12, 2025, the SEC issued a notice withdrawing fourteen of...more

Jones Day

SEC Withdraws Proposed ESG Disclosure and Shareholder Submission Rules

Jones Day on

In a significant but not unsurprising policy shift, the U.S. Securities and Exchange Commission (SEC) has announced the withdrawal of proposed rules aimed at enhancing ESG disclosures and modifying shareholder proposal...more

Ropes & Gray LLP

SEC Reverses Course on Gensler-Era Rule Proposals – Withdraws Proposed Amendment to its Shareholder Proposal Rule

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In a broad reversal of course on proposed rules issued by the Securities and Exchange Commission (SEC) under the leadership of former SEC Chair Gary Gensler, on June 12, 2025, the SEC issued a notice withdrawing 14 of the...more

Fenwick & West LLP

SEC Withdraws 2022 Proposed Amendment to Rule 14a-8

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On June 12, 2025, the SEC announced its withdrawal of previously proposed amendments to Rule 14a-8. ...more

Cooley LLP

The SEC Withdraws Its Shareholder Proposal Rule Proposal That Would Have Modified Three Bases for Exclusion

Cooley LLP on

Last week, the SEC issued a notice of formal withdrawal for 14 proposed rulemakings that were issued a few years ago – these rules were never adopted. The only Corp Fin rulemaking in this group was this proposal from 2022...more

Stinson - Corporate & Securities Law Blog

SEC Withdraws Proposed Shareholder Proposal Rules

The SEC has withdrawn proposed rules captioned “Substantial Implementation, Duplication, and Resubmission of Shareholder Proposals Under Exchange Act Rule 14a-8. In conjunction therewith the SEC announced “The Commission does...more

WilmerHale

SEC Revisits Shareholder Proposal Rule

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The Securities and Exchange Commission recently revisited two proxy-related matters by (a) adopting amendments to the proxy rules governing proxy voting advice and (b) proposing amendments to the shareholder proposal rule in...more

Mayer Brown Free Writings + Perspectives

SEC Votes on Changes to Shareholder Proposal and Proxy Solicitation Rules

Shareholder Proposal - Rule On July 13, 2022, the US Securities and Exchange Commission (the “SEC”) proposed amendments to revise three of the substantive bases for exclusion of shareholder proposals under Rule 14a-8 of...more

Orrick, Herrington & Sutcliffe LLP

The SEC’s Proposed Amendments to Rule 14a-8: Implementing Substantial Changes to the Shareholder Proposal Exclusion Framework

Over the better part of two decades, the SEC has been narrowing the bases for excluding shareholder proposals, resulting in greater access to proxy statements for shareholders to force a vote on a wide array of topics,...more

Perkins Coie

SEC Adopts Amendments to Modernize Shareholder Proposal Rule

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The Securities and Exchange Commission on September 23, 2020, adopted final amendments to Rule 14a-8, which governs the process for shareholder proposals submitted for inclusion in a company’s proxy statement. The amendments...more

Vedder Price

SEC Proposes Amendments to Shareholder Proposal Rule

Vedder Price on

On November 5, 2019, the SEC issued a release proposing amendments to Rule 14a-8 under the Securities Exchange Act of 1934, which is the rule that governs the process through which shareholders may submit proposals to be...more

Jones Day

SEC Proposes Updates to Shareholder Proposal Rules and Proxy Voting Advice Regime

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The Situation: As part of the U.S. Securities and Exchange Commission's ("SEC") continued focus on reforming the proxy process, the SEC proposed new amendments to modernize the shareholder proposal rule, Rule 14a-8 of the...more

Vedder Price

Investment Services Regulatory Update - November 2019

Vedder Price on

New Rules, Proposed Rules, Guidance and Alerts - PROPOSED RULES – SEC Proposes Rule Changes for Proxy Advisory Firms – On November 5, 2019, the SEC issued a release proposing amendments to the federal proxy rules...more

Akin Gump Strauss Hauer & Feld LLP

SEC Proposes Amendments to Rules Governing Proxy Advisors and Proxy Voting Advice

On November 5, 2019, the Securities and Exchange Commission (SEC) proposed amendments to its rules governing proxy solicitations. If adopted in their current form, these proposals could significantly affect interactions...more

Stinson LLP

SEC Proposes Changes to Shareholder Proposal Rules and Those Governing Proxy Advisors

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Stinson has prepared an analysis of proposed rules recently adopted by the SEC at an open meeting on November 5. SEC Commissioners voted 3-2 to propose potentially significant changes to the shareholder proposals...more

Dorsey & Whitney LLP

SEC Adopts Proposed Rules for Procedural Requirements and Resubmission Thresholds for Shareholder Proposals and Exemptions from...

Dorsey & Whitney LLP on

At the Securities and Exchange Commission’s (the “Commission”) open meeting yesterday, the Commissioners approved two new proposed rules in their ongoing efforts to modernize proxy solicitation and shareholder proxy access,...more

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