Regulatory Alerts2019-12-04 | 2019-24476Added · Updated
Procedural Requirements and Resubmission Thresholds Under Exchange Act Rule 14a-8
The Securities and Exchange Commission proposes amendments to Rule 14a-8 to modernize shareholder proposal eligibility by replacing current ownership requirements with a tiered approach based on security amount and holding period. The proposal also introduces new procedural mandates, including documentation for proposals submitted on behalf of others, requirements for proponent availability for engagement, and a strict limit of one proposal per shareholder per meeting. Additionally, the Commission seeks to raise resubmission thresholds from 3, 6, and 10 percent to 5, 15, and 25 percent, while adding a provision allowing companies to exclude proposals where shareholder support has significantly declined.
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