SEC Proposes Amendments to Proxy Solicitation and Shareholder Proposal Rules: Would Amend Exemptions from the Proxy Rules for Proxy Voting Advice and Revise Shareholder Proposal Eligibility and Resubmission Requirements

Sullivan & Cromwell LLP - November 14, 2019

On November 5, 2019, the Securities and Exchange Commission took a further step in implementing its agenda for proxy reform, proposing amendments in two separate releases. The first release proposes amendments to the proxy solicitation rules with respect to proxy voting advice businesses, including new procedures for voting advice to qualify for the exemptions from the proxy information and filings requirements. The second release proposes amendments to the shareholder proposal rules to modernize the submission and resubmission requirements and to update procedural requirements. Both releases were approved by a 3-to-2 vote, with Commissioners Jackson and Lee dissenting. Public comments on the proposed amendments are due within 60 days after publication of the proposed amendments in the Federal Register.