SEC proposes to rescind Rule 14a-8 and modernise proxy solicitation process
The SEC has issued two proposing releases on its proxy rules under the Securities Exchange Act of 1934. One would rescind Rule 14a-8 and amend Rule 14a-4(c); the other modernises the proxy solicitation process. Comment periods run 60 days from Federal Register publication. This segment covers what each release changes and the statutory-authority argument driving the first.
- The SEC proposed to rescind Rule 14a-8 under the Securities Exchange Act of 1934, citing statutory authority limits and intrusion into state law.
- Rescission would leave the role of shareholder proposals to state law and company governing documents.
- The Commission proposed amendments to Rule 14a-4(c) on discretionary proxy voting authority.
- Solicitation amendments would eliminate the annual-report delivery requirement, drop the incorporation-by-reference delivery deadline, remove Notices of Exempt Solicitation, and cut the broker search period from 20 to five business days.
- Both comment periods remain open for 60 days after Federal Register publication.