November 8, 2022
Board Diversity: Nasdaq Extends Complimentary Board Recruiting Services
As outlined in this Cozen O’Connor memo, the Fifth Circuit heard oral arguments in late August for the lawsuit that challenges the SEC’s approval of Nasdaq’s board diversity rule, which we’ve blogged about a few times. While we await the outcome of that case, Nasdaq has also filed notice that it is extending its program to provide eligible companies with complimentary board recruiting services – and the updated terms for this service are immediately effective. Here’s more detail:
Nasdaq is proposing to extend its program, described in IM-5900-9, providing Eligible Companies (as defined in IM-5900-9) with complimentary board recruiting services. The rule currently requires Eligible Companies to request services by December 1, 2022; as revised that deadline would be extended to December 1, 2023. Nasdaq also proposes to make clarifying changes to reflect the approval of Rule 5605(f).
Under Nasdaq Rule 5605(f)(7), the earliest that a Nasdaq listed company will need to explain why it does not have at least one Diverse director (as defined in Nasdaq Rule 5605(f)(1)) is August 6, 2023; and the earliest it will have to explain why it does not have at least two Diverse directors is August 6, 2025.
– Liz Dunshee