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Publicly-Traded Companies Guidance Update Corporate Governance

Latham & Watkins LLP

Recent Developments for UK PLCs - July 2025

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On 5 June 2025, the GC100 and Investor Group published an updated version of their Directors’ Remuneration Reporting Guidance. This revision reflects evolving best practices and incorporates changes introduced by the...more

Venable LLP

Court of Chancery Provides Further Guidance on Advance Notice Bylaw Amendments Amidst a Proxy Contest

Venable LLP on

Hi In “a tale of wins and losses on both sides,” the Delaware Court of Chancery reiterated that advance notice bylaws adopted amid an approaching proxy contest are reviewed through the lens of enhanced judicial scrutiny to...more

BCLP

UK COVID and Executive Remuneration: IA issues further guidance

BCLP on

The Investment Association (IA) has published (i) additional guidance on shareholder expectations for executive remuneration in light of COVID; (ii) its 2021 Principles of Remuneration; and (iii) its statement on executive...more

A&O Shearman

New Disclosure Guidelines‘Perk-olating’

A&O Shearman on

It is well known that the impact of the COVID-19 pandemic on business operations has directly affected executive compensation decision-making and related disclosures. With this backdrop, the Securities and Exchange Commission...more

Dorsey & Whitney LLP

What Counts as a “Perk” During the COVID-19 Pandemic?

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Companies have offered benefits to employees, including executive officers, to enable them to continue their work and otherwise to make their lives easier during the COVID-19 pandemic. Now the SEC has released additional...more

Troutman Pepper Locke

SEC Adopts Amendments to Provide Investors More Information on Proxy Voting Advice

Troutman Pepper Locke on

On July 22, the U.S. Securities and Exchange Commission (SEC) voted to adopt amendments (Amendments) to certain of its rules governing proxy solicitations under the Securities Exchange Act of 1934 (Exchange Act). The...more

Smith Anderson

Updated Guidance and Relief Extensions: Public Company Considerations as COVID-19 Continues

Smith Anderson on

Throughout the coronavirus (COVID-19) pandemic, the Securities and Exchange Commission (SEC) has continued to provide both substantive guidance and logistical relief to public companies as they navigate these unprecedented...more

Dorsey & Whitney LLP

SEC Supplements COVID-19 Disclosure Guidance Ahead of Second Quarter Reports

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The Securities and Exchange Commission continues to encourage public companies to provide disclosures that allow investors to evaluate the current and expected impact of COVID-19 through the eyes of management and to...more

Dorsey & Whitney LLP

SEC Updates Guidance on Shareholder Meetings Affected by COVID-19

Dorsey & Whitney LLP on

On April 7, 2020, the SEC updated its prior guidance for conducting shareholder meetings in light of COVID-19 concerns to address delays in printing and mailing of proxy materials and clarify that its guidance applies for...more

King & Spalding

SEC Views Proxy Advice as Solicitation under Federal Proxy Rules

King & Spalding on

The nation’s largest shareholder advisory firm, Institutional Shareholder Services Inc. (“ISS”), recently filed suit against the SEC over new guidelines meant to give investors more transparency into how proxy advisory firms...more

Snell & Wilmer

ISS Expands List of Egregious Equity Plan Factors

Snell & Wilmer on

As reported in prior blogs, Institutional Shareholder Services Inc. (“ISS”), a leading proxy advisory firm, uses a proprietary “Equity Plan Scorecard” approach to evaluate public company equity compensation plans and will...more

White & Case LLP

ISS Issues Proxy Voting Guidelines for the 2020 Proxy Season

White & Case LLP on

On November 11, 2019, Institutional Shareholder Services, Inc. (“ISS”) published its proxy voting guidelines updates (the “2020 Updates”) for the 2020 proxy season, effective for meetings on or after February 1, 2020. The...more

Dorsey & Whitney LLP

SEC Adopts Guidance Impacting Voting Recommendations from Proxy Advisory Firms

Dorsey & Whitney LLP on

In two related releases issued on August 21, the SEC updated its guidance and interpretations to heighten the scrutiny given to the voting recommendations made by proxy advisory firms such as Institutional Shareholder...more

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