The Harvard Law School Forum on Corporate Governance | Contributors

Posts from: David Bakst

2019 Proxy and Annual Reporting Season: Let the Preparations Begin

Posted by Laura D. Richman and Michael L. Hermsen, Mayer Brown LLP, on

Wednesday, October 3, 2018

Boards of Directors, Cybersecurity, ESG, Institutional Investors, Proxy advisors, Proxy disclosure, Proxy season, Say on pay, Securities regulation, Shareholder proposals, Shareholder voting
More from: David Bakst, David Schuette, Elizabeth Raymond, Laura Richman, Michael Hermsen, Robert Gray, Mayer Brown

Laura D. Richman is counsel and Michael L. Hermsen is partner at Mayer Brown LLP. This post is based on a Mayer Brown memorandum by Ms. Richman, Mr. Hermsen, David S. Bakst, Robert F. Gray, Jr., Elizabeth A. Raymond, and David A. Schuette.

It is already that time of year when public companies should be thinking about the 2019 proxy and annual reporting season. Advance planning greatly contributes to a successful proxy season, culminating with the annual meeting of shareholders. This post highlights issues of importance to the upcoming 2019 proxy season, including:

Pay Ratio
Say-on-Pay
Compensation Litigation and Compensation
Disclosure
Board Diversity
Investor Stewardship Group
Voluntary Proxy Statement Disclosure
Shareholder Proposal Guidance
ESG Shareholder Proposals
Notice of Exempt Solicitations
Proxy C&DIs
Pay Ratio
Examination of Proxy Process
Virtual Meetings
Disclosure Update and Simplification
Cybersecurity Disclosure
Risk Factors
Accounting Impact of Tax Reform
Auditor Report Requirements
Iran Disclosures
Changes to Form 10-K Cover Page
Exhibit Hyperlinks

10 Tips for Upcoming Annual Shareholder Meetings

Posted by Laura D. Richman and Michael L. Hermsen, Mayer Brown LLP, on

Wednesday, April 11, 2018

Boards of Directors, Engagement, Institutional Investors, Rule 14a-8, Shareholder meetings, Shareholder proposals, Shareholder voting
More from: Anna Pinedo, David Bakst, Laura Richman, Michael Hermsen, Robert Gray, Mayer Brown

Laura D. Richman is counsel and Michael L. Hermsen is a partner at Mayer Brown LLP. This post is based on a Mayer Brown publication by Ms. Richman, Mr. Hermsen, David S. Bakst, Robert F. Gray, Jr., and Anna T. Pinedo.

With spring beginning, many public companies are getting ready for their annual shareholder meetings. Here are some tips to consider as part of the planning process.

Meeting Logistics. Check and double-check meeting logistics. While this may sound basic, it is important to confirm and reconfirm the venue, in addition to all meeting participants and service providers, as the meeting date approaches. Be sure the meeting room will be set up in the manner the company prefers with the equipment the company needs. If the company will be incorporating electronics into its meeting (i.e., conducting a fully virtual meeting, holding a hybrid meeting to allow shareholders to attend in person or via computer, webcasting the proceedings or otherwise), test the technology in advance and have a workaround ready in case of an outage. Advance planning for various contingencies contributes to the smooth running of the annual shareholder meeting.

Posts from: David Bakst

2019 Proxy and Annual Reporting Season: Let the Preparations Begin

10 Tips for Upcoming Annual Shareholder Meetings

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