October 17, 2012

ISS Releases Draft 2013 Policy Updates

Yesterday, ISS posted its draft 2013 Policy Updates, with a comment deadline of Halloween. That’s just two weeks – so no time to procrastinate. Mike Melbinger has posted a chart of the significant proposed changes in his blog. And Ning Chiu has summarized them in her blog – and here is a Gibson Dunn memo

By the way, ISS now has FAQs about how its research department works…

Corp Fin Issues a New “Shareholder Proposals” Staff Legal Bulletin

As it often has in recent years about this time of the year, Corp Fin issued a Staff Legal Bulletin relating to shareholder proposals yesterday. Some new Rule 14a-8 guidance just before companies start preparing no-action requests.This year’s installment – Staff Legal Bulletin No. 14G – covers these topics: ownership verification; informing proponents of failure to prove ownership and use of website references in proposals and supporting statements. Here are memos from Gibson Dunn and O’Melveny & Myers on the guidance.

Transcript: “M&A Deal Protections: The Latest Developments and Techniques”

We have posted the transcript from our recent webcast: “M&A Deal Protections: The Latest Developments and Techniques.”

– Broc Romanek