The SEC has decided to maintain its policy of not reviewing no-action requests from companies seeking to exclude shareholder proposals from ballots, covering the 2025-2026 proxy season through September 30, 2026. This change, effective since November 17, 2025, now allows companies to exclude proposals simply by providing a form letter based on existing regulations, rather than the previous practice of detailed SEC staff review. The agency cited resource constraints following a government shutdown as the reason for the shift. Investor groups are concerned that this significantly reduces oversight, making it easier for companies to keep inconvenient proposals off ballots. Without SEC staff concurrence, companies excluding proposals now face increased exposure to litigation from shareholders arguing their proposals were improperly excluded.
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