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SEC Issues New Shareholder Proposal Guidance!

By Randi Morrison posted 10-23-2018 06:29 PM

  
Hot off the press! The SEC Division of Corporation Finance just issued shareholder proposal guidance in the form of this Staff Legal Bulletin No. 14J, which reportedly imparts Corp Fin's views on:

  • Board analyses provided in no-action requests that seek to rely on Rules 14a-8(i)(5) (economic relevance exception) or 14a-8(i)(7) (ordinary business exception) as a basis to exclude shareholder proposals;
  • Scope and application of micromanagement as a basis to exclude a proposal under Rule 14a-8(i)(7); and
  • Scope and application of Rule 14a-8(i)(7) for proposals that touch upon senior executive and/or director compensation matters.

Stay tuned for analysis and commentary (we will be posting law firm memos and blogs real-time here), and access information & resources on SLB No. 14I and other Rule 14a-8 issues on our Shareholder Proposals page.
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