2023 Proxy Season Review: Part 1 - Rule 14a-8 Shareholder Proposals
As SEC restrictions on shareholder proposals loosen, voted shareholder Proposals reach another all-time high and continue sharp shift away from…
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As SEC restrictions on shareholder proposals loosen, voted shareholder Proposals reach another all-time high and continue sharp shift away from…
As companies finalize materials for annual shareholder meetings, we recommend consideration of the following key requirements and disclosures: SEC proxy filing requirements;...
[co-author: Camille Youngblood] Key Points: Large asset managers like BlackRock and State Street have recently published updates to their proxy voting guidelines primarily focusing on diversity and inclusion and climate risk disclosures. BlackRock’s key changes include updating its voting behavior to address board quality and composition issues, emphasizing its commitment to net zero emissions and climate risk disclosures, alongside other changes related to human capital management, key stakeholder interests and executive compensation. State Street’s updates include new voting guidelines ...
the current percentage of racially/ethnically diverse directors; whether the board’s definition of diversity explicitly includes gender, race or ethnicity; whether the board has a “Rooney Rule” policy requiring diverse candidates to be included in the initial pool of candidates when selecting new directors; and board skills disclosure. Although Glass Lewis will not make voting recommendations solely on the basis of this assessment in 2021, the assessment may be a contributing factor in recommendations when other board-related concerns have been identified. Board Refreshment/Tenure. Alth...