The SEC updated its guidance on conducting shareholder meetings in light of COVID-19 to extend such guidance through the 2022 proxy season, on January 19, 2022. This guidance covers (1) steps for changing the date, time, or location of a shareholder meeting due to COVID-19; (2) communication to shareholders related to virtual or hybrid shareholder meetings, (3) presentation of shareholder proposals through means other than in-person attendance, such as by phone, and (4) delivery of proxy materials in light of printing and mailing delays caused by COVID-19.  The Staff has also extended for the 2022 proxy season the SEC’s previous guidance that, if a shareholder proponent or their representative is unable to attend the meeting due to COVID-19-related travel restrictions or other hardships, the Staff will consider that to be “good cause” under Rule 14a-8(h), meaning an issuer will be prohibited from asserting Rule 14a-8(h)(3) as a basis to exclude proposals by the shareholder for the next two years.

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