Regulatory Alerts2022-07-27 | 2022-15348Added
Substantial Implementation, Duplication, and Resubmission of Shareholder Proposals Under Exchange Act Rule 14a-8
The Securities and Exchange Commission proposes amendments to Exchange Act Rule 14a-8 to update the substantive bases for excluding shareholder proposals from company proxy statements. The proposed changes clarify that a proposal may be excluded under the substantial implementation exclusion if the company has already implemented its essential elements, and define duplication as addressing the same subject matter, objective, and means. Additionally, the amendments revise the resubmission exclusion to provide that a proposal constitutes a resubmission if it substantially duplicates another proposal.
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