2023 US Proxy and Annual Reporting Season:
Let the Preparations Begin!

With the calendar just turning to autumn, the proxy and annual reporting season may seem a long way off. However, in light of the amount of work and planning that goes into the proxy statement, annual report, and annual meeting of shareholders, this is the ideal time to begin preparations. This Legal Update provides an overview of key issues that companies should consider as they get ready for the upcoming 2023 proxy and annual reporting season, including:

• Pay Versus Performance
• Compensation Agenda Items
• Shareholder Proposals
• Shareholder Engagement
• Universal Proxy
• Board Diversity
• Director Expertise and Board Governance
• Virtual Annual Shareholder Meetings
• Proxy Voting Advice
• SEC Clawback Regulation
• Climate Change
• Human Capital Management
• Russia/Ukraine Disclosures
• Risk Factors
• Management’s Discussion and Analysis
• Share Repurchase Disclosure
• EDGAR Submission of “Glossy” Annual Reports
• ITRA Compliance
• Director and Officer Questionnaires