Category: Securities

Want to increase company performance? Increase the proportion of women in corporate leadership

by Cydney Posner So says a new study from the Peterson Institute for International Economics.  The results suggest that the presence of women in corporate leadership positions may improve firm performance and that “the magnitudes of the correlations are not small.”

SEC’s Investor Advisory Committee takes on Nasdaq

by Cydney Posner At the January meeting of the SEC’s Investor Advisory Committee, two Nasdaq representatives made a presentation regarding the recent Solicitation of Comments by the Nasdaq Listing and Hearing Review Council, a standing independent advisory committee, regarding some of the Nasdaq shareholder approval rules.  The reaction of the […]

Should insiders be permitted to pledge their company shares?

by Cydney Posner Many company policies prohibit (or severely limit) officers and directors from pledging their company shares against margin loans, and, as discussed in an article in last week’s WSJ, there seems to be good reason for that practice. 

SEC’s Investor Advisory Committee takes on FASB

by Cydney Posner At Thursday’s meeting of the SEC’s Investor Advisory Committee, the Committee approved the submission of a comment letter urging FASB to reconsider its proposal to make changes to the concept of “materiality” embodied in FASB’s Conceptual Framework for Financial Reporting and FASB’s guidance on Notes to Financial […]

SEC adopts rules to implement two provisions of the FAST Act

by Cydney Posner The SEC has approved interim final rules  implementing two provisions of the Fixing America’s Surface Transportation (FAST) Act.  As you may recall, the FAST Act was signed into law in early December and contained several measures that modified the JOBS Act or otherwise related to capital raising for […]

NYC Comptroller submits proxy access proposals to 72 companies for 2016

by Cydney Posner As noted in TheCorporateCounsel.net blog, New York City Comptroller Scott Stringer has once again submitted, on behalf of a number of NYC pension funds, a raft of shareholder proposals for proxy access as part of the Comptroller’s continuing Boardroom Accountability Project.  The list of the 72 companies targeted this […]

Nasdaq survey of corporate interaction with proxy advisory firms

by Cydney Posner Nasdaq and the U.S. Chamber of Commerce conducted a survey of public companies to gain insight into companies’ interactions with ISS and Glass Lewis, the two primary proxy advisory firms, with regard to the 2015 proxy season.  Over 155 companies of all sizes and industries participated in […]

Court dismisses case to compel SEC to act on rulemaking petition for corporate political spending disclosure

by Cydney Posner As noted in Law360,  a DC District Court has granted the SEC’s motion to dismiss a complaint filed to compel the SEC to act on a rulemaking petition regarding corporate political spending disclosure.  Of course, as discussed in this PubCo post, a provision prohibiting the SEC from […]

Notwithstanding concerns of Investor Advocate, SEC approves NYSE proposal to exempt certain related-party transactions from shareholder approval requirements

by Cydney Posner As you may recall, in April of this year, the NYSE filed with the SEC a proposed rule change that would exempt from the NYSE’s shareholder approval requirements early stage companies that seek to issue, subject to audit committee approval, shares, for cash, to officers, directors or substantial […]

Bipartisan Senate bill introduced to require public companies to increase transparency regarding board oversight of cybersecurity risks

by Cydney Posner Senators Jack Reed and Susan Collins have introduced the bipartisan Cybersecurity Disclosure Act of 2015, a bill to promote transparency in the oversight of cybersecurity risks at publicly traded companies.  According to the press release, the bill is designed to ensure that public companies “provide a basic […]