SEC Withdraws Two Key Staff Interpretations Ahead of Proxy Advisory Firm Discussion

In a surprise statement, the Securities and Exchange Commission announced the immediate revocation of the influential Egan-Jones Proxy Services and Institutional Shareholder Services “No-Action Letters” which facilitated the rise and undue influence of the proxy advisory firm industry, including widespread conflicts of interest.

Fall Outlook: SEC to Explore Proxy Process in Roundtable, as Treasury Provides 162(m) Tax Guidance and Campaign Rhetoric on Buybacks Intensifies

As calendar year companies prepare their 2019 proxy statements which will include the second official pay ratio disclosure, newly-issued IRS guidance on the tax deductibility of executive compensation promises to be one point of discussion. Meanwhile...

IRS Issues Guidance on 162(m) and the Impact of Negative Discretion

On Tuesday, August 21, the IRS issued guidance on the changes to Section 162(m) of the IRS code included in the 2017 Tax Cuts and Jobs Act.

Recent Center Advocacy

The Center On Executive Compensation urged the SEC to include proxy advisory firms and shareholder proposal issues as agenda items for the November 15 SEC roundtable on proxy process issues. Click here to read “Letter to SEC on Supporting Proxy Process Roundtable Agenda".

SEC Withdraws Two Key Staff Interpretations Ahead of Proxy Advisory Firm Discussion

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Fall Outlook: SEC to Explore Proxy Process in Roundtable, as Treasury Provides 162(m) Tax Guidance and Campaign Rhetoric on Buybacks Intensifies

Read more...

IRS Issues Guidance on 162(m) and the Impact of Negative Discretion

Read more...

Recent Center Advocacy

Advocacy and Analysis

Editorial Reinforces SEC’s Move Toward “Cracking the Proxy Racket”

SEC Withdraws Two Key Staff Interpretations Ahead of Proxy Advisory Firm Discussion

UK Shareholders Step Up Opposition to Company Pay Proposals, Director Elections

Op-Ed Criticizes “Buyback Derangement Syndrome”

Center News Stories

New Report Adds Data to the Arguments for Greater Response Time to Proxy Advisory Firm Recommendations in Light of “Robo-Voting”

Directors Increasingly Focused on Culture, Says New Report

Glass Lewis Updates Its Approach to Shareholder Proposal Vote Recommendations, Including Diversity and ESG

Goldman Directors Suit Settlement Rejected After Law Professor Intervenes

UK Government Proposes "Ethnicity Pay Gap Reporting"

Glass Lewis Takes On Board Diversity, ESG, Front-Loaded Awards, Among Other Issues, for 2019