Disclosure Requirements, Proxy Voting, Proxy Advisors

Regulating Proxy Advisors: Court Rules Advice Is Not a ‘Solicitation’ and Texas Enacts Its Own Law

Paul Hastings LLP on 7/9/2025

On July 1, 2025, the U.S. Court of Appeals for the District of Columbia Circuit ended more than five years of uncertainty and confusion by ruling that proxy voting advice issued by proxy advisors is not a “solicitation” under...more

U.S. SEC Adopts Rules To Regulate Proxy Advisory Firms

Morrison & Foerster LLP on 8/19/2020

The U.S. Securities and Exchange Commission (the “SEC”) recently adopted amendments to the proxy rules to address proxy voting advice provided by proxy advisory firms such as Institutional Shareholder Services (“ISS”) and...more

SEC Adopts Final Rules Addressing Proxy Advisory Firms

Goodwin on 7/31/2020

On July 22, 2020, the Securities and Exchange Commission (SEC) adopted amendments to its proxy rules addressing proxy voting advice provided by proxy advisory firms, such as ISS and Glass Lewis. The amendments were originally...more

SEC Proposes Rules Targeting Proxy Advisory Firms

Fenwick & West LLP on 11/19/2019

The U.S. Securities and Exchange Commission has proposed amendments to the proxy solicitation rules, directly targeting proxy advisory firms (Release No. 34-87457). Consistent with the updated interpretative guidance the SEC...more

SEC Takes First Step Toward Improving Accountability of Proxy Advisers

Jones Day on 9/18/2019

The Background: The Securities and Exchange Commission ("SEC") published guidance affecting proxy advisory firms and the investment advisers that rely on them as a follow-up to its November 2018 proxy process roundtable. ...more

SEC Applies Fiduciary Duties Analysis to Voting Obligations

Akin Gump Strauss Hauer & Feld LLP on 9/6/2019

On August 21, 2019, the Securities and Exchange Commission (SEC) voted 3 to 2 to adopt new interpretive guidance (the “Voting Interpretation”) applicable to investment advisers regarding their proxy voting responsibilities as...more