DC Circuit Court of Appeals Vacates Controversial SEC Proxy Access Rule

Summary: On July 22, 2011, the U.S. Court of Appeals for the District of Columbia Circuit vacated Rule 14a-11 of the Securities Exchange Act of 1934, which would have required a company to include director nominees of qualifying stockholders in its proxy solicitation materials. The attached Client Alert analyzes the ruling, which comes as a blow to the SEC’s recent rulemaking efforts and raises the bar on administrative rulemaking.