Doug Chia on the Slippery S in ESG

We applaud the comment filed by Doug Chia on the importance of transparency in the names of would-be and so-called ESG funds. He points out that PIMCO’s “Total Return ESG Fund” has a name that does not reveal its exclusion of reproductive health-related companies. Prospective investors have to dig into the materials to see: the…

SEC Commissioner Caroline Crenshaw: Late Summer Sunshine: Statement on the Adoption of Pay Versus Performance

Today the Commission adopted a rule that provides investors with information about how corporate executives are paid. That is, quite simply, it. This rule does not regulate the way companies incentivize their executives, but rather the disclosures that companies are required to make about such compensation. More specifically, Pay Versus Performance disclosures give investors insight…

Comment from Shareholder Rights Group on the SEC Shareholder Proposal Rule

Each of the proposed technical fixes to the rule are supportive of the interests of investors and issuers in having clarity and predictability about the rules, and would ease proponent concerns about whether limited company actions on the subject matter of a proposal, or the filing of a prior proposal with very different means or…

Biden’s SEC Removes Trump Era Restrictions on Shareholder Proposals

Keep in mind, as always, that shareholder proposals are advisory only, so even a 100 percent vote in favor can be ignored by the corporation. But it is good to see the SEC reversing the Trump-era restrictions that allowed bogus “proposals” to block legitimate ones, Biden’s SEC has been pushing to expand the ability of…

SEC Rescinds Trump-Era Rules Governing Proxy Advisors

The SEC’s release: The Securities and Exchange Commission today voted to adopt amendments to its rules governing proxy voting advice as proposed in November 2021. The final amendments aim to avoid burdens on proxy voting advice businesses that may impair the timeliness and independence of their advice. The amendments also address misperceptions about liability standards…

SEC repeals Trump-era restrictions on proxy advice companies – MarketWatch

As we hoped and expected, the SEC has rescinded the proxy advisory rules pushed through by partisan vote at the end of the Trump administration. (The complaint from the minority Commissioners about partisanship is predictable but utterly hypocritical.) We regret that the rules maintained the categorization of proxy advisory reports as solicitations but the CII…

Comment from Securities Law Professors on SEC’s Climate Disclosure Proposal

A group of distinguished securities law professors have submitted a comment to the SEC on the proposed rule that would require additional disclosures about climate change. Some highlights [footnotes omitted]: —The Commission’s disclosure authority extends not just to information relevant to investor trading decisions but also to information used by investors in connection with the…

Nell Minow’s Comment to the SEC on Proposed Climate Change Disclosure Rule

VEA Vice Chair Nell Minow has submitted a comment to the SEC on File No. S7-10-22, Proposal on Climate-Related Disclosures for Investors. The full comment is attached below. An excerpt: Government regulation is most needed when there are collective choice issues or conflicts of interest. Both are the case when it comes to corporate disclosures….

File a Comment with the SEC on Climate Change Disclosure

The deadline for filing comments with the SEC on their proposed climate change disclosure rule is June 17, 2022. The comment does not have to be technical or use legal language. All you need to do is send an email to rule-comments@sec.gov with this in the subject line: Release No. 33-11042; File No. S7-10-22 And…