Archive
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ExxonMobil blocks climate change proposals
First proxy season under revised SEC approach to Rule 14a-8 no-action requests ExxonMobil has been able to exclude most – but not all – of the climate change-related shareholder proposals filed ahead of its AGM this year. The energy company has secured no-action relief from the SEC allowing it to avoid having investors vote on six climate change-linked proposals. Only one such request has been denied by the agency. In three cases, the SEC filed a letter explaining its decision. This is the first proxy season under a revised approach from the division of corporation finance to handling companies’ requests…
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ESG and engagement continue amid Covid-19, says Nuveen’s Reali
Technology helping to keep wheels turning The Covid-19 pandemic has yet to have much of an impact on shareholder engagement or Nuveen’s pursuit of ESG issues, according to Peter Reali, senior director of responsible investing at Nuveen. The coronavirus outbreak has caused unprecedented disruption to daily and economic life globally in the build-up to the peak of this year’s proxy season, including forcing millions of people to work from home and practice social distancing. But Reali notes that at this time of year much of the engagement taking place with issuers involves ‘quick check-ins’ on specific proxy-related issues. Although face-to-face…
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Tricida hires general counsel and CCO
Robert McKague previously worked at Jazz Pharmaceuticals A collection of almost 50 organizations has called on US financial regulators including the SEC to stop work on new regulations outside the scope of the Covid-19 outbreak during the worst of the pandemic. In a recent letter, the organizations urge agencies to place a moratorium on any pending, upcoming or new rulemaking that is not directly responsive to the pandemic ‘until at least 30 days after the national emergency has been lifted.’ The letter was sent to officials at the Federal Reserve, US Department of the Treasury, Consumer Financial Protection Bureau, Commodity…
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Groups urge halt to rulemaking outside pandemic response
Letter calls for moratorium ‘until at least 30 days after the national emergency has been lifted’ Nasdaq-listed pharmaceutical company Tricida has hired Robert McKague as executive vice president, general counsel and chief compliance officer. McKague joined Tricida last month to lead the San Francisco-based company’s legal and compliance organization as it prepares for the potential launch this year of its drug candidate, veverimer, which is intended to help patients with chronic kidney disease. Before moving to Tricida, McKague worked for more than a decade at Jazz Pharmaceuticals where he most recently worked as senior vice president and associate general counsel.…
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How banks should prepare for first-quarter earnings amid Covid-19
Earnings season presents historic challenge for financial institutions Given the rapid acceleration of the Covid-19 pandemic, the first-quarter 2020 reporting season will be the most challenging period for banks since the Great Recession. Management teams will likely face many questions they have never been asked before as the investment community attempts to assess the current and future impact of the Covid-19 crisis on their companies. Based on our discussions with analysts and investors, we have outlined information we think banks need to be prepared to provide in their first-quarter earnings reports, either in their prepared materials (earnings releases, slide presentations,…
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The week in GRC: SEC extends relief amid Covid-19, and temporary succession planning looms
This week’s governance, compliance and risk-management stories from around the web – The SEC announced that it is providing conditional regulatory relief for registered transfer agents through May 30, 2020, due to the impact of Covid-19. Those wishing to take advantage of the relief must tell the SEC in writing that they are doing so and describe the specific regulatory obligations they unable to comply with, as well as why they cannot do so. – The SEC also gave immediate effectiveness to a proposed NYSE rule filing designed to facilitate electronic auctions in light of its decision to temporarily close…
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Avis Budget general counsel to exit company
Michael Tucker has been in post for 10 years Michael Tucker, executive vice president and long-time general counsel for Avis Budget Group, is leaving the company at the end of this week. ‘The company thanks Mr Tucker for his contributions during his tenure, which began in April 2010, and wishes him well in his future endeavors,’ says Parsippany, New Jersey-based Avis Budget Group in a recent regulatory filing. Jean Sera, who has been the company’s corporate secretary since 2006, will succeed Tucker. According to his company profile, Tucker is executive vice president, general counsel and chief compliance officer with responsibility…
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SEC enforcers warn directors about insider trading amid Covid-19
More people may have access to material non-public information than usual, officials note The SEC’s top enforcers have warned directors and executives against taking advantage of developments arising from the Covid-19 pandemic to engage in insider trading. Stephanie Avakian and Steven Peikin, co-directors of the SEC’s division of enforcement, in a statement on Monday emphasized the need to follow corporate controls and procedures during this period. ‘[I]n these dynamic circumstances, corporate insiders are regularly learning new material non-public information that may hold an even greater value than under normal circumstances,’ the officials say. ‘This may particularly be the case if…
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How boards can approach the Covid-19 pandemic
Ten practical considerations for boards of directors The Covid-19 pandemic presents complex issues for corporations and their boards of directors to navigate. This briefing is intended to provide a high-level overview of the types of issues boards of both public and private companies may find useful to focus on in the current environment. Management bears the day-to-day responsibility for handling the corporation’s response to the pandemic. The board’s role is one of oversight, which requires monitoring management activity, assessing whether management is taking appropriate action and providing additional guidance and direction to the extent that the board determines is prudent.…
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How board diversity is shifting in Canada
In the final installment of their series on issues facing Canadian public companies in proxy season 2020, Lisa Culbert and Ramandeep Grewal look at developments in board diversity The new UK Stewardship Code 2020, which came into force at the start of this year, calls for engagement between companies and investors to take place across asset classes – including fixed income. As a result, debt IR, which today is mainly a concern for the financial sector, could grow in importance for all companies. ‘Most issuers don’t have any debt investor relationsat all,’ says Michael Hufton, founder and managing director of…