Attention Audit Committees: SEC Offers Year-End Observations and Reminders
On December 30, the SEC published a statement highlighting a number of potential areas of focus for audit committees as the 2019 calendar year-end financial reporting season approaches.
SEC Issues Guidance on Disclosure of IP and Technology Risks Associated with International Operations
On December 19, the SEC issued guidance on disclosure obligations that companies should consider with respect to intellectual property and technology risks that may result from conducting business outside the United States.
SEC Issues Updated Guidance on Confidential Treatment Requests
On December 19, the SEC issued updated guidance to assist registrants with the submission of “traditional” confidential treatment requests under Rules 406 and 24b-2. Confidential treatment applications under these rules used to be the primary method for companies to protect confidential information filed in materials contracts.
SEC Proposes Amendments to “Accredited Investor” Definition
On December 18, the SEC proposed amendments to the definition of “accredited investor” in Rule 501(a) of Regulation D to allow more investors to participate in private securities offerings.
Does Your Board Suffer from Choice-Supportive Bias?
A recent article in The Wall Street Journal argues that boards may have a hidden bias towards the CEOs they chose.
SEC Proposes Amendments to Shareholder Proposal Rule
On November 5, the SEC proposed amendments to Exchange Act Rule 14a-8, the rule that governs the process for shareholder proposals to be included in a company’s proxy statement.
SEC Proposes Amendments to Proxy Solicitation Rules
On November 5, the SEC proposed amendments to the rules governing proxy solicitations. The amendments are intended to help ensure that proxy voting advice used by investors and others who vote on investors’ behalf is accurate, transparent and materially complete.
SEC’s Enforcement Division Issues Annual Report
On November 6, the SEC’s enforcement division issued a report summarizing its enforcement actions and areas of focus during fiscal year 2019, which ended on September 30.
ISS and Glass Lewis Update Voting Guidelines for 2020 Proxy Season
On November 12, proxy advisory firm Institutional Shareholder Services Inc. (ISS) announced updates to its proxy voting guidelines for the 2020 proxy season, applicable to shareholder meetings on or after February 1, 2020.
To Increase Board and CEO Diversity, New York Comptroller Urges Companies to Adopt NFL’s Rooney Rule
Last month, New York City Comptroller Scott M. Stringer announced an initiative calling on companies to adopt a policy requiring the consideration of both women and people of color for every open board seat and CEO position.