In two FT Agenda articles, Partner Jon Solorzano discussed the SEC’s decision to withdraw from the no-action process for shareholder proposal exclusions and the implications for public companies and corporate boards.
In “A Lot More G – What to Expect Under the SEC’s New No-Action Policy,” Solorzano highlighted how boards may need to adapt to a changing shareholder proposal landscape. “Board members just need to be cognizant that this is not the end of the game. It just potentially moves the venue to the litigation forum that didn’t previously exist,” he told the publication.
In “SEC Will No Longer Respond to No-Action Requests to Exclude Shareholder Proposals,” Solorzano noted that many companies have opted to include shareholder proposals rather than risk litigation over exclusions, observing that “for many companies, this may prove to be something of a no-harm, no-foul calculation.”
The articles explored how the SEC’s policy shift may reshape the shareholder proposal landscape, including the potential for more governance related proposals to appear on proxy ballots, increased litigation risk, and evolving shareholder engagement strategies.
Jon Solorzano is a partner and co-head of Vinson & Elkins’ ESG Taskforce. His practice focuses on advising public and private companies on a wide range of ESG, corporate governance, and shareholder activism matters. With his extensive in-house experience at Clorox, he provides clients with a unique and practical perspective on integrating ESG practices into corporate strategies, from risk management to sustainability reporting.
Read more here: “A Lot More G – What to Expect Under the SEC’s New No-Action Policy” and “SEC Will No Longer Respond to No-Action Requests to Exclude Shareholder Proposals”
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