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ISS Issues Draft Voting Policy Changes

The Ticker

November 13, 2015

ISS recently released for comment draft voting policies for the 2016 proxy season. Two key policy proposals for U.S. public companies aim to address director “over-boarding” and unilateral board actions.

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Audit Committee Disclosure Becoming More Transparent

The Ticker

November 13, 2015

The Center for Audit Quality recently reviewed public company proxy statements for the robustness of disclosure concerning the audit committee’s oversight activities. 

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SEC Charges Market Manipulation For False Tweets

The Ticker

November 13, 2015

While some companies have recently used social media for the release of material news, caution may be warranted for a medium that is vulnerable to abuse. 

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Evolving Practice For Earnings Announcements

The Ticker

November 13, 2015

Last month, Goldman Sachs released their quarterly earnings report exclusively through their Twitter account and company website, rather than by press release through an established newswire.

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Disclosure Best Practices When a CEO Gets Sick

The Ticker

October 29, 2015

Deciding what to say and when to say it involves a delicate balance between investors’ need for disclosure and the CEO’s right to privacy.

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SEC Announces Results of Its Enforcement Efforts

The Ticker

October 29, 2015

According to the report, the SEC filed 807 enforcement actions covering a wide range of misconduct and obtained orders totaling approximately $4.2 billion in disgorgement and penalties.

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Increase in Disclosure of Political Spending Noted

The Ticker

October 29, 2015

According to a recent report by the Center for Political Accountability, more public companies are voluntarily disclosing information about their political contributions.

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SEC Provides Guidance for Excluding Shareholder Proposals

The Ticker

October 29, 2015

Last week the SEC staff published much-anticipated guidance on two rules that public companies may use to exclude a shareholder proposal from their proxy statements.

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Problematic Proxy Access Provisions

The Ticker

October 15, 2015

ISS surveyed public companies and investors about the types of “material restrictions” in proxy access provisions that should result in a recommendation to vote against directors. 

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Overboarding: How Many Directorships Is Too Many?

The Ticker

October 15, 2015

ISS recently asked public companies and institutional investors about the maximum number of boards on which it is appropriate for a director to sit. 

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