For the avoidance of doubt, Acting Corp Fin Director confirms conflict minerals and pay-ratio disclosure rules still in effect
Cydney Posner As reported by the WSJ, at the SEC Speaks conference today, to avoid any doubt on the matter, Acting Corp Fin Director Shelley Parratt reminded companies that, notwithstanding the two requests for public comment issued by Acting SEC Chair Michael Piwowar and all of the Executive Orders aimed […]
Corp Fin refines its position on proxy access fix-it proposals (updated)
by Cydney Posner Corp Fin has refined its position with regard to exclusion of proposals to amend existing proxy access bylaws. As you may recall, the line drawn so far by Corp Fin has been that, where the shareholder proposal related to initial adoption of proxy access, Corp Fin has continued to […]
Recent trends in proxy statements
by Cydney Posner It just isn’t proxy season without some kind of account of the latest trends in proxy statements, so here’s one from CFO.com.
Shareholder proposals regarding lead director tenure: a harbinger of things to come? (Updated)
by Cydney Posner The topic of director tenure has increasingly become the focus of both academics and investors. Some argue that long-term directors contribute deep knowledge of the company and provide experience, historical memory and continuity to the board — along with the gravitas sometimes necessary to challenge management. Others […]
Proposed changes in the Financial CHOICE Act 2.0
by Cydney Posner A just-released memo (subscription required) from Jeb Hensarling, Chair of the House Financial Services Committee, to the Committee’s Leadership Team outlines the proposed changes from the original Financial CHOICE Act, introduced last year (see this PubCo post), to be included in the Financial CHOICE Act 2.0. Of […]
Will the SEC be instructed to waive any or all of the conflict minerals requirements on the basis of national security interests? (Updated)
by Cydney Posner Remember all the way back to last week when Acting SEC Chair Michael Piwowar issued two statements on the conflict minerals rules? (See this PubCo post.) Remember too that the first statement directed the staff to revisit the 2014 guidance from the director of corp fin regarding conflict […]
What to make of the latest Executive Order on financial regulation?
by Cydney Posner As reported all over the place, a new Executive Order has been signed directing the Secretary of the Treasury to consult with the heads of the member agencies of the Financial Stability Oversight Council (which includes the SEC) and report to the President within 120 days identifying […]
Dodd-Frank pay-ratio disclosure rules to be reconsidered — pencils down for now?
by Cydney Posner Today, Acting SEC Chair Michael Piwowar issued yet another statement directing the Corp Fin staff to revisit the pay-ratio disclosure rules. Of the non-bank related mandates imposed by Dodd-Frank, disclosures regarding resource extraction payments, conflict minerals and pay ratio were the provisions that seemed to elicit the […]
McKinsey study suggests alliances with sophisticated long-term investors can help blunt corrosive effects of short-termism
by Cydney Posner In this study, consulting firm McKinsey raises the question of why so many companies seem to be ensorcelled by their short-term investors, which own only about 25% of the shares of U.S. companies, while failing to address — or perhaps even understand — the needs of their long-term […]
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