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Wilson Sonsini partner Tamara Brightwell recently joined the Diligent Institute to discuss significant trends from the 2024 proxy season and what to expect in the upcoming 2025 proxy season. She discussed a broad range of topics, including key issues raised by shareholders this proxy season, major trends and changes for…

Continue Reading Inside Today’s Boardroom | Proxy Season Trends and Tips

On August 1, 2024, ISS Governance (ISS) announced the launch of its Annual Benchmark Policy Survey. The survey results will inform ISS’s policy development for 2025 and beyond. For the U.S. market, the survey solicits views on poison pills and executive compensation. In addition, the survey solicits views on global environmental and social topics including climate-related shareholder proposals, disclosure of Scope 3 GHG emissions targets, and shareholder proposals requesting disclosure of workforce diversity metrics.Continue Reading ISS and Glass Lewis Launch Annual Policy Surveys

This recent post on the Harvard Law School Forum on Corporate Governance submitted by Wilson Sonsini discusses that the 2024 proxy season, the second year with universal proxy cards, has produced incremental evidence of the effect that universal proxy has had on proxy fights and on advance notice bylaws with…

Continue Reading Developments with Universal Proxy Cards and Advance Notice Bylaws

On November 6, 2023, Institutional Shareholder Services, Inc. (ISS) announced the scheduled November 20 opening of its peer group submission window for U.S. and Canadian companies with annual meetings slated to be held between January 15, 2024, and September 30, 2024, and for European companies with meetings anticipated to be…

Continue Reading ISS Peer Group Submission Window Opens November 20; Glass Lewis Peer Group Submission Window Already Open

Our recent Client Alert takes a fresh look at bylaw and charter amendments at the Silicon Valley 150 during the 2023 proxy season to better understand how companies are addressing new Rule 14a-19, which mandates the use of a universal proxy card in contested elections, as well as the recent…

Continue Reading Lessons from the 2023 Proxy Season: Advance Notice Bylaws and Officer Exculpation

Our recent Client Alert discusses applicable rule changes, guidance, and disclosure considerations for the 2023 proxy season for public companies, as well as reminders for what is on the horizon for public company governance and disclosure. Our annual client alert covers the following topics:Continue Reading Preparing for the 2023 Proxy Season

As we look forward to the 2023 proxy season, Institutional Shareholder Services (ISS) and Glass Lewis & Co. (Glass Lewis), two prominent proxy advisory firms, each recently published their latest voting guidelines for the upcoming proxy season. In our Client Alert, we provided a detailed look at updates to those policies. A summary of the coverage of the key updates in ISS’s and Glass Lewis’s voting policies is provided below.Continue Reading ISS and Glass Lewis Publish Updated Proxy Voting Guidelines