A new large-scale survey released just last week by the John L. Weinberg Center for Corporate Governance at the University of Delaware offers important insights into the shareholder proposal process under SEC Rule 14a-8 from various different perspectives. The survey
Across The Board
Keeping companies and their boards a step ahead.
Across The Board, published by Mayer Brown, covers a broad range of corporate and securities law topics with a focus on regulatory developments affecting public companies and foreign private issuers. The blog addresses issues such as SEC disclosure requirements, proxy advisory firm regulations, shareholder voting guidelines, and legislative changes impacting corporate governance. It also discusses trends in areas like environmental, social, and governance (ESG) policies, diversity, equity, and inclusion (DEI), cybersecurity, artificial intelligence, and financial reporting. The content is aimed at helping corporations, financial institutions, and legal professionals navigate complex compliance and disclosure obligations in the evolving regulatory landscape.
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Capital Markets Insight: Reincorporation Considerations
Since mid-2024, the reincorporation of certain high-profile companies, both public and private, has received a great deal of media attention. Companies, including, among others, Roblox, Dropbox, The Trade Desk, Simon Property Group, Coinbase, Tesla, and Trump Media & Technology Group…
New Proxy Advisor Developments
With each passing day, the 2026 proxy season gets more interesting (and not in a positive way for proxy advisory firms). On December 8, 2025, the Trump administration issued an executive order (the “Executive Order”) addressing the influence that proxy…
Board Practices Quarterly: Board Oversight of Geopolitical Risk
Guest post by The Society for Corporate GovernanceGeopolitical events can quickly disrupt operations, supply chains, and market access, posing significant risks to business continuity and growth. By actively monitoring and understanding these risks, boards can help guide management in…
A (Very) Early Look at No Action Letters under Rule 14a-8
On November 17, 2025, the Divisions of Corporation Finance and Investment Management (together, the “Divisions”) of the U.S. Securities and Exchange Commission (the “SEC”) published a statement (the “Statement”) regarding their respective reviews of requests to exclude shareholder proposals from…
2026 SEC Filing Deadlines and Financial Statement Staleness Dates
This Legal Update summarizes the US Securities and Exchange Commission’s 2026 calendar year filing deadlines and financial statement staleness dates.
Continue reading this Legal Update.
National Defense Spending Bill Expands Section 16(a) Disclosure Requirements to Foreign Private Issuers
Update: The National Defense Authorization Act for Fiscal Year 2026 was signed into law on December 18, 2025. As a result, the new Section 16(a) reporting requirement for directors and officers of foreign private issuers will take effect on March…
Executive Order Targets Proxy Advisors and Related DEI & ESG Policies
On December 11, 2025, the President signed an Executive Order titled “Protecting American Investors from Foreign-Owned and Politically-Motivated Proxy Advisors” (the “EO”). The EO focuses on the influence of proxy advisory firms, specifically Institutional Shareholder Services (“ISS”) and Glass, Lewis…
SEC Disclosure Issues & Developments for FPIs and Preparing Your 20-F Filing
Webinar | January 13, 20258:00 a.m. – 9:00 a.m. ESTRegister here.
During this session, Mayer Brown panelists will discuss US SEC disclosure priorities and other recent developments for foreign private issuers (FPIs) that should be priorities as they draft…
ISS Announces 2026 Benchmark Proxy Voting Guidelines
In November 2025, ISS Governance (“ISS”) announced its global Benchmark Proxy Voting Guidelines for shareholder meetings with dates on or after February 1, 2026. Consistent with prior years, the 2026 updates were derived from extensive outreach to institutional investors, companies…