The SEC’s New Guidance on Shareholder Proposals: Implications Explored
Overview:
The legal landscape for shareholder proposals is evolving unceasingly as regulatory developments continue to emerge in the backdrop. In October 2018, the U.S. Securities and Exchange Commission (SEC) released its Staff Legal Bulletin No. 14J (SLB 14J) on shareholder proposals. Although SLB 14J as well as the Staff no-action decisions from the 2019 proxy season provided substantial guide on shareholder proposals, the path forward for proponents and companies alike remains unpredictable and unclear.
Thus, it is necessary for companies to keep themselves abreast of the latest developments to ensure compliance and avoid risk issues.
In this LIVE Webcast, a panel of key thought leaders and professionals assembled by The Knowledge Group will provide the audience with an in-depth analysis of the implications of SEC's new guidance on shareholder proposals. Speakers will also offer the best compliance practices moving forward.
Key topics include:
- SEC’s New Shareholder Proposals Guidance
- The 2019 Proxy Season Takeaways
- Emerging Trends and Developments
- Red Flags
- Best Compliance Strategies
- 2020 Proxy Season Outlook
Agenda:
Shearman & Sterling LLP
- 2019 Trends
- 2019 Bottom Line
- 2020 Expected Trends & Engagement Strategies
- Seeking Exclusions- 14a-8 Background
Kilpatrick Townsend & Stockton LLP
- Uncharted Territory: The Significant Impact of Corp Fin’s September 6, 2019 Announcement on Shareholder Proposal No-action Letter Requests
- The significant impact of Corp Fin’s September 6, 2019 announcement on shareholder proposal no-action letter requests
- Breaking down the key elements of the new guidance
- What will an oral response look like?
- Preparing for the abyss: What happens if the Staff declines to state a view on your no-action request?
- The implications of a “no view” review
- Great expectations: The role of the Board of Directors in the shareholder proposal process
- Staff Legal Bulletin 14J (October 2018)
- Inclusion of a board analysis: Takeaways from the 2017–2018 proxy season
- Inclusion of a board analysis: Takeaways from the 2018–2019 proxy season
- Initial thoughts and red flags about including board analysis in the 2019–2020 proxy season no-action requests
- Other related takeaway question: Is the “economic relevance” exclusion in vogue?
Who Should Attend:
- Corporate Governance/Proxy Advisory Professionals
- Shareholders
- Institutional Investors
- HR and Compensation Officers/Professionals
- General Counsel
- In-house Counsel
- Board of Directors
- Public Companies
Gillian Emmett Moldowan is a partner in the Compensation, Governance & ERISA practice. She advises companies, boards of directors, executives …
Ed Olifer is the Managing Partner of Kilpatrick Townsend's Washington, D.C. office. He advises companies and their boards on a …
Course Level:
Intermediate
Advance Preparation:
Print and review course materials
Method of Presentation:
On-demand Webcast (CLE)
Prerequisite:
General knowledge of securities law
Course Code:
148028
NY Category of CLE Credit:
Areas of Professional Practice
Total Credits:
1.5 CLE
Login Instructions:
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SPEAKERS' FIRMS:
About Shearman & Sterling LLP
From complex cross-border transactions to exclusively local deals, clients rely on Shearman & Sterling’s vast international network to help accomplish their business goals. The firm has approximately 850 lawyers in 21 offices around the world, and its lawyers come from some 80 countries, speak more than 60 languages and practice US, English, EU, French, German, Italian, Hong Kong, OHADA and Saudi law. They also practice Dubai International Financial Centre law and Abu Dhabi Global Market law.
Website: http://www.shearman.com/
About Kilpatrick Townsend & Stockton LLP
With more than 600 attorneys worldwide, Kilpatrick Townsend serves clients throughout the U.S., Europe, and Asia, bringing expertise in intellectual property, litigation, and corporate transactional matters. Our integrated connectivity gives us the accessibility required to successfully handle our clients’ complex national and international interests, while creating the best solutions worldwide.
Kilpatrick Townsend’s lawyers are fully engaged in the success of the firm's clients. A passionate focus on client service is the foundation of our success – from hiring multinational, cross-industry, and cross-practice area talent to meeting existing and anticipated client needs, to instilling in every employee a commitment to exceptional client service.
Website: https://www.kilpatricktownsend.com/