Board Diversity: SEC Clarifies Reg S-K Disclosures The staff of the US Securities and Exchange Commission (SEC) has issued two new Compliance & Disclosure Interpretations (116.11 & 133.13) focussing on how companies should consider board diversity in their Regulation S-K disclosures. The interpretations clarify when “self-identified diversity attributes” of directors and director nominees should be disclosed in […]
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SEC’s back to work priorities: proxy plumbing & human capital reporting As the SEC returns to work after the shutdown, Commission chairman, Jay Clayton has started to lay out his departments work for the coming year. During a conference call with the Investor Advisory Committee, (Thurs 6 Feb 19) Clayton announced that fellow Commissioner Elad […]
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Proxy Plumbing: SEC Re-opens Investigations Plans to review US proxy plumbing infrastructure “long overdue, but very welcome”. The Securities and Exchange Commission has announced it will re-examine the US proxy voting system. The US securities regulator, the Securities and Exchange Commission, is inviting comments on its proposal and will host a round-table this autumn to […]
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Corporate governance researcher Equilar has found a median chief executive officer (CEO) pay ratio of 140:1 following an anonymous survey of 356 US public companies. Equilar asked the companies how they plan to report on this in their 2018 proxy statements. In 2015, the Securities and Exchange Commission (SEC) passed a ruling that required public companies to report the ratio […]
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Anglo-Australian mining giant Rio Tinto has been fined £27m by the Financial Conduct Authority (FCA) for breaching UK disclosure rules while the US Securities & Exchange Commission has charged the company and former executives with fraud in relation to the acquisition of a coal mine in Mozambique in 2011. Rio Tinto is also being investigated […]
Read MoreIn a sign of disquiet about the acting chair of the US Securities and Exchange Commission (SEC), Michael Piwowar, Democratic Senators have suggested that he has overreached his authority in a letter to the regulator’s inspector general, Carl Hoecker. The Senators point out that Piwowar’s position is temporary until President Trump’s nominee for the position, Jay Clayton, […]
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Demand for CEO pay ratios has increased with initiatives in the US and UK focusing on the discrepancies between director and employee pay and the need for more regulation. US Democratic Senator Bob Menendez and eight other senators have written to Michael Piwowar, chairman of the Securities and Exchange Commission, to urge him to implement […]
Read MoreAs the US Presidential battle careers towards its conclusion, the day to day business of law creation proceeds in Washington DC. Of particular interest to investors, indeed anyone with an interest in good governance, is HR5311 the ‘‘Corporate Governance Reform and Transparency Act of 2016.’’ The brainchild of the US Chamber of Commerce’s Center for Capital […]
Read MoreSustainability reporting in the US needs improvement according to the chair of its Security and Exchange Commission, Mary Jo White, in her key note address at the International Corporate Governance Network conference that took place in San Francisco this week. She said the regulator, along with companies and investors, needed to do more work on sustainability reporting including on whether, […]
Read MoreThe US Securities and Exchange Commission (SEC) has ruled that oil giants, ExxonMobil and Chevron, need to include shareholder proposals at their AGMs requesting information on the impact on their businesses of the policies on reducing carbon emissions and responding to global warming. Both companies had sought permission to block a shareholder vote on the proposals […]
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