Weekly Roundup: October 28-November 3, 2022

This roundup contains a collection of the posts published on the Forum during the week of October 28-November 3, 2022

SEC’s New Pay Versus Performance Disclosure Rule: Important Things To Know

Posted by Eric W. Hilfers, Jonathan J. Katz and Michael L. Arnold, Cravath, Swaine & Moore LLP, on Friday, October 28, 2022

Tags: Disclosure, Dodd-Frank Act, Engagement, Executive Compensation, pay versus performance, SEC, Securities Act, Shareholder activism

Remarks by Commissioner Uyeda at the Georgetown Law Hotel and Lodging Summit

Posted by Mark T. Uyeda, U.S. Securities and Exchange Commission, on Friday, October 28, 2022

Tags: climate disclosures, Disclosure, legal framework, Materiality, SEC, SEC enforcement

Statement by Commissioner Peirce on Final Rule Amendments Regarding Shareholder Reports

Posted by Hester M. Peirce, U.S. Securities and Exchange Commission, on Saturday, October 29, 2022

Tags: EDGAR, FINRA, legal framework, Mutual funds, SEC, SEC enforcement

Statement by Chair Gensler on Final Rule Amendments Regarding Shareholder Reports

Posted by Gary Gensler, U.S. Securities and Exchange Commission, on Saturday, October 29, 2022

Tags: Disclosure, legal framework, regulation, SEC, SEC enforcement, shareholder advocacy

Statement by Commissioner Peirce on Final Rules Regarding Clawbacks of Erroneously Awarded Compensation

Posted by Hester M. Peirce, U.S. Securities and Exchange Commission, on Sunday, October 30, 2022

Tags: Clawbacks, Dodd-Frank Act, Dodd-Frank s.953, legal framework, SEC, SEC enforcement

Statement by Chair Gensler on Final Rules Regarding Clawbacks of Erroneously Awarded Compensation

Posted by Gary Gensler, U.S. Securities and Exchange Commission, on Sunday, October 30, 2022

Tags: Dodd-Frank Act, Executive Compensation, Executive performance, SEC, SEC enforcement, SEC rulemaking

Stakeholderism Silo Busting

Posted by Aneil Kovvali (Indiana University Maurer School of Law) , on Monday, October 31, 2022

Tags: Consumer protection, Securities regulation, Shareholder primacy, special interests, Stakeholders, systemic solutions

Statement by Commissioner Peirce on Proposed Amendments Regarding Service Providers Oversight

Posted by Hester M. Peirce, U.S. Securities and Exchange Commission, on Monday, October 31, 2022

Tags: Fiduciary duties, Investment Advisers Act, legal framework, Rule 206, SEC, SEC enforcement

Statement by Chair Gensler on Proposed Amendments Regarding Service Providers Oversight

Posted by Gary Gensler, U.S. Securities and Exchange Commission, on Monday, October 31, 2022

Tags: Investment advisers, Investment Advisers Act, legal framework, regulation, SEC, SEC enforcement

Lessons from Twitter v. Musk on Access to Directors’ and Executives’ Emails

Posted by Gail Weinstein, Scott B. Luftglass and Philip Richter, Fried, Frank, Harris, Shriver & Jacobson LLP, on Tuesday, November 1, 2022

Tags: Delaware cases, Delaware law, Merger litigation, Mergers & acquisitions, Privacy, technology

ESG Trends – What the boards of all companies should know about ESG regulatory trends in Europe

Posted by Alain Pietrancosta (University of Paris) and Alexis Marraud des Grottes, Orrick Herrington & Sutcliffe LLP, on Tuesday, November 1, 2022

Tags: Corporate Social Responsibility, Diversity, Due diligence, ESG, EU, Europe, France, non-financial reporting

Remarks by Commissioner Crenshaw at the Inaugural ECGI Responsible Capitalism Summit

Posted by Caroline A. Crenshaw, U.S. Securities and Exchange Commission, on Tuesday, November 1, 2022

Tags: climate disclosures, ECGI Institute, Inflation Reduction Act, Investor protection, SEC, SEC rulemaking

Twenty-Year Review of Audit and Non-Audit Fee Trends

Posted by Nicole Hallas, Kayla Coello, and Sarah Keohane, Audit Analytics, Inc., on Wednesday, November 2, 2022

Tags: Audits, fee trends, regulatory requirements, Risk assessment, Sarbanes–Oxley Act, SEC

2022 ISS Global Benchmark Policy Survey

Posted by Subodh Mishra and Georgina Marshall, Institutional Shareholder Services, Inc. , on Wednesday, November 2, 2022

Tags: Audit committee, Climate change, Corporate Social Responsibility, dei, Executive performance, Risk, shareholder advocacy, Shareholder voting

A Survey of Private Debt Funds

Posted by Steven N. Kaplan (University of Chicago Booth School of Business), on Wednesday, November 2, 2022

Tags: Bank loans, Banks, debt investors, debt regulation, private debt, private debt funds

Remarks by Chair Gensler Before the Practising Law Institute’s 54th Annual Institute on Securities

Posted by Gary Gensler, U.S. Securities and Exchange Commission, on Thursday, November 3, 2022

Tags: Accountability, Cybersecurity, regulation, SEC, SEC enforcement, Securities regulation

Statement by Commissioner Uyeda on Final Amendments to Form N-PX

Posted by Mark T. Uyeda, U.S. Securities and Exchange Commission, on Thursday, November 3, 2022

Tags: Dodd-Frank Act, Form N-PX, Proxy voting, Say on pay, SEC, SEC enforcement

Statement by Chair Gensler on Final Amendments to Form N-PX