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reports from corporate governance land


The Most Repulsive Shareholder Proposal Ever
This proposal marks a new low for the NLPC and the anti-ESG movement. It is deplorable in every sense of the word.
Doug Chia
Oct 30, 2023


The Shareholder Poet
In what may be an annual meeting first, a shareholder proponent recited an original poem to present their proposal.
Doug Chia
Dec 15, 2022


Staff Legal Bulletin 14L and the Significant Social Policy Exception: A Possible Solution?
Determining what is a "significant social policy issue" under Rule 14a-8(i)(7) desperately needs a multi-pronged test.
Doug Chia
Dec 14, 2021


VSM Proposals: Soup and Crackers
The virtual shareholder meeting related proposal votes are in, and the results are interesting.
Doug Chia
Dec 8, 2021


Staff Legal Bulletin 14L: No More Nexus
Shouldn’t there be a nexus between a shareholder proposal and the company at which it is filed? The answer to this question seems obvious.
Doug Chia
Dec 1, 2021


(First in a Series of) Thoughts on Staff Legal Bulletin No. 14L
The term “significant policy issue” doesn’t appear anywhere in Rule 14a-8. So, where does this exception come from?
Doug Chia
Nov 10, 2021


Update on VSM-Related Proposals
The SEC staff has posted the letter it sent to Brinker International regarding The Humane Society's VSM shareholder proposal.
Doug Chia
Oct 4, 2021


The Virtual Annual Meeting Shareholder Proposals!
The SEC staff appears to have flipped the script on shareholder proposals about virtual shareholder meetings.
Doug Chia
Sep 28, 2021


When It's Your Turn to Speak, Here's What You Must Say
Stories about issuers’ placing strict substantive limits on presenting shareholder proposals at VSMs.
Doug Chia
Apr 13, 2021


Notes from the Wells Fargo 2020 (Virtual) Annual Meeting
Over the next few weeks, I'll be posting notes from a number of virtual annual meetings. Today, it was Wells Fargo & Company.
Doug Chia
Apr 28, 2020
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