July 19, 2022

Effective Date Set for Amendments to SEC's Proxy Advisory Rules

The SEC set September 19, 2022 as the effective date for amendments to rules governing proxy voting advice and the standards of liability that apply. Amendments to SEA Rule 14a-2 ("Solicitations to which § 240.14a-3 to § 240.14a-15 apply") and Rule 14a-9 ("False or misleading statements") and the effective date were published in the Federal Register.

As previously covered, the SEC adopted the rule amendments to (i) rescind two portions of the rules applicable to proxy advisors that the SEC had adopted in July 2020, (ii) provide guidance as to statements of opinion that may be considered misleading under SEA Rule 14a-9 and (iii) affirm that SEA Rule 14a-9 applies to "material misstatements of facts contained in proxy voting advice."

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