Council of Institutional Investors

Section: April 8, 2021 | Vol 26, Issue 13 (Q1)
Japan Proposes Revisions to Corporate Governance and Stewardship Codes
A panel commissioned by Japan’s Financial Services Agency and the Tokyo Stock Exchange published a draft of proposed changes to Japan’s Corporate Governance Code, which was first adopted in 2015 and amended in 2018.
UNITE HERE Objects to High CEO Payouts in Face of Covid-Related Job Cuts
UNITE HERE is urging Park Hotel & Resort’s shareholders to vote against the company’s say-on-pay proposal at its April 30 annual meeting, saying the hotel chain is granting the CEO overly generous payouts while proposing pandemic-related job cuts.
News from the SEC
News from the SEC
News from the Department of Labor
News from the Department of Labor
News from Capitol Hill
News from Capitol Hill
Amicus Filed Supporting SEC Proposed Reforms to Exchanges’ Data Plans
The SEC should pursue, at a minimum, full implementation of its May 2020 governance order requiring the stock exchanges to improve how they oversee and govern the distribution of their essential data, CII argued in a joint amicus filed January 15.
CII-REF Report Examines Board Interaction with Employees
A report published January 22 by the CII Research and Education Fund (CII-REF) examines the differences in how S&P 100 companies disclose the policies and practices surrounding board access to employees, both at the management level and below.
CII’s Virtual Spring Conference
More than 570 CII members and guests registered to tune into CII’s virtual spring conference March 8-10.
New Board Elected
Following the conference, CII members elected a new board of directors for 2021-2022.
CII Members Approve Revamped Policy on Defined Benefit Plans
On March 11, CII members approved revisions to CII’s 2005 statement of support for defined benefit plans.
CII Sends Senate Committee to Pass Draft Bill on Dual-Class Stock, Diversity Disclosure
CII sent a letter March 18 to Senate Banking Committee Chair Sherrod Brown (D-Ohio) and Ranking Member Pat Toomey (R-Penn.) encouraging the committee to enact the SEC as Investor Advocate Act of 2021.
Letters on Key Governance Topics
During this quarter, CII sent eight letters on a host of key governance topics being considered by agencies, Congress, exchanges, companies and other entities.
Sharing SEC Staff Concerns about Nasdaq’s Proposed Rule Change on SPACs
In a letter to the SEC January 7, CII declined to support a rule change proposed by Nasdaq to give special purchase acquisition companies (SPACs) that plan to complete one or more business combinations an additional 15 calendar days following the closing of a business combination to demonstrate that the SPAC had satisfied certain requirements.
Urging SEC to Decline Nasdaq Request to Allow Primary Direct Listings
CII sent another letter to the SEC January 13 urging the commission to reject Nasdaq’s proposal to allow companies to raise capital by conducting “primary direct floor listings.”
Opposing FTC Proposed Exemptions to Hart-Scott-Rodino Filings by Asset Managers
In a February 1 comment letter to the Federal Trade Commission (FTC), CII strongly opposed the agency’s proposed changes to exemptions from filing for asset managers’ purchases of U.S. equity securities above a certain threshold.
Pressing U.K. Treasury to Halt Expansion of Dual-Class Listings
CII sent a letter February 17 to the U.K. treasury expressing opposition to any expansion of dual-class share offerings on U.K. exchanges.
Pushing SEC to Strengthen Proposed Nasdaq Listing Rule for Restrictive Market Companies
CII sent a letter February 18 to the SEC suggesting that Nasdaq act more aggressively when revising proposed rule changes to its listing criteria for companies primarily operating in jurisdictions that do not allow the PCAOB to inspect public accounting firms.
Opposing NYSE’s SPAC Proposal
CII sent a letter February 25 to the SEC expressing opposition to a New York Stock Exchange (NYSE) proposal regarding special purpose acquisition companies (SPACs).
Advocating for More Transparency for Rule 10b5-1 Trading Plans
CII sent a letter March 18 to the SEC expressing support for some provisions in its proposal to amend Rule 144 that would make the use of Rule 10b5-1 trading plans more transparent.
Supporting SEC Examination of Structural and Disclosure Issues Related to SPACs
CII sent a letter to the SEC March 25 supporting the commission’s efforts to take a close look at the structural and the disclosure issues surrounding special purpose acquisition companies (SPACs) as it contemplates a Nasdaq proposal affecting listing requirements for SPACs.
Webinars and Podcasts
Recordings of these and all previous webinars are available to members in CII's Media Archive. Recent episodes of CII's podcasts are available on all major podcast listening platforms.
Upcoming Annual Meetings Featuring Shareholder Proposals Filed by CII Members
Each proxy season, CII highlights upcoming annual meetings at which shareholder proposals filed by CII members will come to votes.