Search Results: Corporate Governance

SEC Proposes Modernizing Proxy Solicitation Rules

The SEC has issued a proposing release titled “Proxy Solicitation Modernization.” If adopted, the proposed amendments would eliminate certain annual report delivery and exempt solicitation filing requirements, remove a 20-business-day delivery period for certain proxy statements and prospectuses, shorten the minimum broker-search period, and require contact information on proxy statement…

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SEC Proposes Rescinding the Federal Shareholder Proposal Rule

The SEC has issued a proposing release titled “Rescission of Rule 14a-8’s Federal Regulation of Shareholder Proposals and Amendments to Rule 14a-4.” If adopted, these proposed amendments would rescind Rule 14a-8, which permits eligible shareholders to include certain proposals in a company’s proxy statement, and expand the ability of a…

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SEC Submits Several Rulemakings for Review

At the end of August 2026, the SEC submitted three significant rulemaking projects to the Office of Information and Regulatory Affairs (OIRA) that would impact public companies and capital raising. OIRA updated its dashboard to indicate that these rulemakings are now subject to OIRA review. While OIRA has up to…

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SEC Staff Clarifies Schedule 13G Implications of Shareholder Engagement

On September 2, 2026, the staff of the Securities and Exchange Commission’s Division of Corporation Finance issued three new Exchange Act Sections 13(d) and 13(g) and Regulation 13D-G Beneficial Ownership Reporting Corporation Finance Interpretations (CFIs) addressing when shareholder engagement will not, standing alone, cause an investor to lose its eligibility…

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NYSE Seeks to Extend Internal Audit Transition Period to Five Years

On August 13, 2026, the SEC filed notice of a new rule proposal by the New York Stock Exchange (NYSE or the Exchange) to extend the transition period for newly public companies to have in place an internal audit function from one year after listing to five years from that…

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Division of Corporation Finance Provides Update on Shareholder Proposal Process

On August 14, 2026, the SEC’s Division of Corporation Finance announced that it would discontinue responding to Rule 14a-8 no-action requests entirely, including those submitted under Rule 14a-8(i)(1), unless and until the Division announces otherwise. The Division also indicates that will no longer respond to notices filed under Rule 14a-8(j)…

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SEC Stay Puts Nasdaq's New $5 Million MVLS Listing Standard on Hold

On July 29, 2026, Nasdaq’s new continued listing requirement requiring companies to maintain at least $5 million in Market Value of Listed Securities (MVLS) was automatically stayed. The rule, which the SEC approved on July 22, would have required companies whose MVLS remained below $5 million for 30 consecutive business…

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SEC Proposes to Modernize Electronic Delivery Requirements

On July 16, 2026, the SEC proposed new Regulation E-Delivery, which would permit covered entities to use electronic media as the default method for delivery of offering documents, company reports, shareholder communications, and other materials under SEC rules if they elect to do so. Under the proposed rules, no prior affirmative consent…

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Public Company Advisory News Roundup: SEC Proposes Amendments to Permit Optional Semiannual Reporting by Public Companies

The latest issue of the Goodwin Public Company Advisory News Roundup has been posted, covering the period from April 25, 2026 – May 8, 2026. The Roundup highlights the latest developments in SEC and stock exchange regulatory activity, corporate governance and other topics relevant to public company counseling and compliance….

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