SEC Corp Fin Staff Bulletin Clarifies When Shareholder Resolutions Are Submitted

The Securities and Exchange Commission Division of Corporation Finance Oct. 16 issued a staff legal bulletin on the commission’s shareholder proposal process that clarifies, among other issues, when it considers a resolution submitted.

In Staff Legal Bulletin No. 14G, the division noted that pursuant to the commission’s shareholder proposal rule—Rule 14a-8 under the 1934 Securities Exchange Act—a shareholder’s proof of ownership for eligibility to submit resolutions must cover the one-year period “preceding and including” the date the proposal is submitted.

“We view the proposal’s date of submission as the date the proposal is postmarked or transmitted electronically,” the ...