October 16, 2023

2024 U.S. Proxy Season: Proxy Voting, Governance, and ESG Matters


In November 2021, the staff of the Division of Corporation Finance (the “Staff”) of the SEC issued Staff Legal Bulletin No. 14L (“SLB 14L”), rescinding Staff Legal Bulletins Nos. 14I, 14J and 14K. This action reversed positions the Staff had taken since 2017, with respect to the ordinary business grounds for excluding shareholder proposals from company proxy statements pursuant to Rule 14a-8(i)(7) and the economic relevance grounds for excluding shareholder proposals pursuant to Rule 14a-8(i)(5).

Read the complete piece on the Harvard Law School Forum on Corporate Governance here.

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