Securities and Exchange Commission (SEC) Chairman Paul Atkins said the agency may continue suspending most no-action letters for shareholder proposal disputes beyond the current proxy season. Speaking on July 9 at the Society for Corporate Governance National Conference in Nashville, Tennessee, Atkins said the policy change caused fewer disruptions than many observers had predicted.
Rule 14a-8 is the SEC rule governing when eligible shareholders may place proposals on a company's proxy ballot and when companies may exclude them. Companies have traditionally requested no-action letters asking whether the SEC would object if the company omitted a shareholder proposal from the ballot. The letters indicate the SEC's view on whether a proposal may be excluded, but they are not legally binding.
The SEC's Division of Corporation Finance stopped responding to most no-action requests in November 2025 for the current proxy season, which runs from Oct. 1, 2025, through Sept. 30, 2026. Companies have instead had to determine whether proposals qualify for exclusion without receiving an SEC response.
