November 22, 2013

ISS Releases 2014 Voting Policies

Yesterday, ISS released their 2014 voting policy updates. The updated policies are effective for meetings as of February 1st. In a few weeks, ISS will be holding a series of webcasts about their policy updates. We will have our annual webcast with Pat McGurn soon – “Pat McGurn’s Forecast for 2014 Proxy Season.”

ISS also launched a consultation on longer term changes on some core issues including auditor rotation, equity plans, and independent chairs. Here is a blog by Davis Polk’s Ning Chiu. Once I start getting them, I’ll be posting memos in our “ISS Policies” Practice Area.

Meanwhile, ISS has enhanced its voting platform for its investor clients – the new “ProxyExchange 2.0.” And the SEC has officially calendared its proxy advisors roundtable for December 5th – it’s only 4 hours long (but no agenda nor speakers announced yet).

All Systems Go For COSO?

In FEI’s “Financial Reporting Blog,” the FEI notes that the SEC is emphasizing financial fraud and makes this observation while COSO framework changes are in transition. During the transition period, COSO’s guidance notes that companies that make public assertions about the effectiveness of their internal controls, companies (and auditors) should disclose which version of the COSO framework the company was referencing to – COSO’s ’92 framework or the updated ’13 framework.

Also see this blog from Compliance Week about “SEC Drops New Hint: Update to New COSO Framework“…

More on “Mike Gettelman’s Blog”

Mike continues to post new items daily on his blog – “Mike Gettelman’s Blog” – for members. Members can sign up to get that blog pushed out to them via email whenever there is a new entry by simply inputting their email address on the left side of that blog. Here are some of the latest entries:

– Rule 506(c): An Exemption or a Safe Harbor?
– A Duty to Disclose More? Food for Thought
– Two Practice Tips
– Combining Form 144 Into Form 4
– More on Forum Selection Bylaws: Proxy Advisors

– Broc Romanek