Released Updated Governance Guide Providing Insights into Proxy Voting and CII-REF Paper Highlighted Examples of ‘Stealth Dual-Class’ Arrangements Used to Ensconce Insiders

Fall Conference Featured High Profile Speakers Addressing Pressing Issues and Members Approved Class-by-Class Vote Disclosure Policy for Dual-Class Stock

GOP Senator’s Bill Contains SEC Reporting Requirements and Democratic Lawmakers Query Companies About Taxes Paid

During Q3 2024, CII Urged Delaware Governor to Veto Bill Allowing Companies to Enter into Agreements that Usurp the Boards’ Powers; Pressed the SEC to Reject NYSE’s Request to Extend Time Allowed for SPAC Business Combinations; Backed Treasury Department Rule Addressing Investments that Affect National Security; Supported PCAOB’s Proposed Updates to Auditing Standards; Weighed in on Hong Kong Corporate Governance; and Provided Feedback to SEC on Regulatory Priorities

In Q3 2024, the SEC Listed Target Dates for Key Rulemakings in its Spring Regulatory Agenda; Declined to Challenge Court Decision Striking Down Private Fund Advisors Rule; Filed a Brief Defending its Climate Disclosure Rules; Passed Market Structure Amendments; and Approved a New Quality Control Standard for the PCAOB;

News from Capitol Hill in Q3 2024 Included: the The House Appropriations Committee Clearing a Bill Blocking DOL Fiduciary Rule; the House Judiciary Committee Asking Institutional Investors for Info about ESG Considerations; GOP Senators Targeting the FDIC’s Proposed Guidelines on Corporate Governance and Risk Management; Senator Warren Urging Fed Chair to Implement Rules Limiting Risks in Bank Executives’ Pay; Republican Lawmakers Publishing a Report Responding to Growth in ESG Initiatives; Senator Warren Accusing Tesla Board of Governance Failings; the House Passing a Bill Placing Restrictions on ESG Disclosure, Shareholder Proposals; and the House Financial Services Committee Holding a Testy Hearing on Oversight of the SEC