Members of the Senate put partisan bickering aside for a moment to confirm three presidential nominees to financial regulator posts. The Senate approved the re-appointment of Luis Aguilar and also confirmed the appointment of newcomer Daniel Gallagher to the Securities and Exchange Commission. It also voted Mark Wetjen onto the board of the Commodity and […]
Reese Darragh
ISS Releases 2012 Draft Policies for Proxy Voting Guidelines
Proxy advisory firm ISS released proposed updates to its benchmark proxy voting guidelines for the upcoming proxy season. ISS says companies should be reviewing hot-topic issues such as shareholder access proposals, say-on-pay votes, and the say-on-pay frequency votes. ISS said that the current policy it has in place on shareholder access proposals is to base […]
Companies Push for Revisions to Conflict Minerals Rule Proposal
Companies are asking for flexibility in regulators’ approach in defining the terminology used to capture the reporting requirements under the Conflict Minerals Rule. They argued that if definitions used in the rule are too specific, such as the crucial country of origin element required in the reporting, it will only serve to complicate reporting processes […]
SEC Issues Guidance on Shareholder Access Proposal Rule
Staff at the Securities and Exchange Commission’s Corporate Finance Division issued legal guidance yesterday to address issues shareholders may have when proving their eligibility to submit shareholder access proposals next proxy season. Other issues addressed in the staff legal bulletin include: procedures for shareholders to submit revised proposals in situations when they were first rejected […]
SEC May Pursue More Negligence Cases
The Securities and Exchange Commission enforcement division may be lowering the bar in some cases on the legal standard it uses to pursue companies and individuals involved in corporate misconduct. The Wall Street Journal reported last month that the SEC could file more civil cases against defendants on the basis of negligence only, rather than […]
Volcker Rule Includes New Compliance Requirements for Banks
Federal regulators have finally unveiled their proposal for the Volcker Rule, a linchpin of the Dodd-Frank Act that would restrict proprietary trading by many financial firms and require expansive new compliance programs for banks to monitor and report on their trading activity. The 298-page plan, presented last week by the Federal Deposit Insurance Corp. and […]
Federal Reserve Approves Living Will Rule for Big Banks
The Federal Reserve Board announced its approval of the final living will rule today, clearing the way for implementation of the financial institutions’ resolution plan mandated by the Dodd-Frank Act and approved by the Federal Deposit Insurance Corp. on Sept. 13. Under the plan, designated banks and non-banks with more than $50 billion in assets […]
SEC Issues Guidance on Cyber-Security Disclosure
Staff at the Securities and Exchange Commission’s Corporate Finance Division issued some non-binding guidance on how companies should disclose their responsibilities when dealing with cyber-security risks and breach of data incidents. In its latest CF Disclosure Guidance Topic No. 2, released on Oct. 13, staff at the Corporate Finance Division (Corp Fin) outlined companies’ disclosure […]
SEC Corp Fin Staff Issued Legal Guide on Registered Securities
Staff at the Securities and Exchange Commission’s Division of Corporate Finance issued a legal bulletin today to express the staff’s opinion on the legality and tax issues relating to companies’ filings when registered securities offerings are made. The 23-page report written by Corp Fin staff discusses the requirements for these opinions, the staff’s views regarding […]
ISS: Shareholders Want Say-on-Pay Votes Every Year
Investors want to vote on companies pay practices on an annual basis despite some management proposals from last season that recommended using biennial or triennial voting, according to proxy advisory firm ISS’ 2011 U.S. Post-Season Report. The ISS study of past proxy season results revealed that investors overwhelmingly support an annual vote for future seasons. […]
