In November, 2021 the SEC Division of Corporation Finance announced it had rescinded Staff Legal Bulletin (“SLBs”) Nos. 14I, 14J and 14K after a review of staff experience applying the guidance in them.  Apparently as a result of this, the SEC staff announced it would again respond to no action requests.

The SEC staff issued this statement:

“In 2019, the Division’s staff discontinued the longstanding practice of responding to each shareholder proposal no-action request with a written letter.[1]  During the last two proxy seasons, the staff instead responded with a written letter only in limited instances and communicated the vast majority of responses via notations to a chart maintained on the Division’s website.

We have reconsidered this approach, and after review of the practice we believe that written responses will provide greater transparency and certainty to shareholder proponents and companies alike.  Beginning with the publication of this announcement, we will return to our prior practice and the staff will once again respond to each shareholder proposal no-action request with a written letter, similar to those issued in prior years.  Our response letters will be posted publicly on the Division’s website in a timely manner.  We will no longer communicate our responses via a chart, but we expect to publish a chart upon completion of the proxy season.”