Capital Markets & Securities Law Watch

On April 8, 2020, Institutional Shareholder Services (ISS) released new policy guidance in four key areas: (1) annual meetings; (2) poison pills, shareholder rights, and boards of directors; (3) compensation issues; and (4) capital structure and payouts.

As the COVID-19 pandemic continues to depress stock prices, investment bankers have begun to recommend that public companies consider adopting shareholder rights plans to prevent strategic buyers and private equity firms from being able to acquire them on the cheap—i.e., at prices that do not reflect their long-term intrinsic value.