Carlos E. Juarez
Carlos Juarez is an Associate in Mayer Brown's New York office and a member of the Capital Markets practice.
Executive Order Targets Proxy Advisors and Related DEI & ESG Policies
On December 11, 2025, the President signed an Executive Order titled “Protecting American Investors from Foreign-Owned and Politically-Motivated Proxy Advisors” (the “EO”). The EO focuses on the influence of proxy advisory firms, specifically Institutional Shareholder Services (“ISS”) and Glass, Lewis & Co. (“Glass Lewis”). According to the EO, ISS and Glass Lewis control over 90%…
Open Now: Survey on Shareholder Proposals
The John L. Weinberg Center for Corporate Governance, in coalition with several major industry organizations, seeks to gather practical insights from companies, investors, and related professionals about the scope and effectiveness of the current federal shareholder proposal rule (Rule 14a-8) through a new survey.
Recent remarks from the Chairman of the U.S. Securities and Exchange Commission…
2026 U.S. Annual Report and Proxy Season: It’s Go Time!
Although it may seem early, it is already time to start preparing for the 2026 annual report and proxy season. While many disclosure requirements remain consistent from prior years, there has been a significant shift in the focus of, and discourse relating to, the priorities of the Securities and Exchange Commission. Practitioners started to see…
SEC Staff Reviews of Requests to Exclude Shareholder Proposals during 2026 Proxy Season
On November 17, 2025, the Staff of the Securities and Exchange Commission’s (the “SEC”) Division of Corporation Finance published a new statement (the “Statement”) regarding the review of requests to exclude shareholder proposals by both the Division of Corporation Finance and the Division of Investment Management (together, the “Divisions”) during the 2026 proxy season (including…
SEC Chair Calls for Reassessment of Exchange Act Rule 14a-8; Reform of Securities Litigation
In the keynote address at the John L. Weinberg Center for Corporate Governance’s 25th Anniversary Gala, Securities and Exchange Commission (“SEC”) Chair Paul Atkins noted that the number of exchange-listed companies has declined in recent years and outlined a three-part agenda aimed at making the US public markets more attractive to companies, including (1) simplifying…
Quarterly versus Semi-Annual Reporting
Calls to consider the frequency of corporate reporting have resurfaced, driven by a rulemaking petition from the Long-Term Stock Exchange, the President’s social media posts, and remarks by SEC Chair Atkins.
On September 30, 2025, the Long-Term Stock Exchange (the “LTSE”) filed a rulemaking petition with the Securities and Exchange Commission (the “SEC” or the…
Fewer Comment Letters, Sharper Focus: 2025 SEC Comment Letters Trends
EY’s recent SEC Reporting Update highlights 2025 trends in comment letters issued by the staff of the Securities and Exchange Commission (the “Staff”) to registrants about disclosures in their periodic filings. The survey found that the volume of comment letters issued in the past year (ended June 30, 2025) declined, reversing the elevated volumes of…
Full Steam Ahead: California Publishes List of Companies Subject to Climate Disclosure Rules
The California Air Resources Board (CARB) released a preliminary list of over 4,000 companies required to begin reporting under California’s new climate disclosure laws, Senate Bill (SB) 253 and SB 261. Signed into law just over a year ago, the laws apply broadly to large companies doing business in California, regardless of where they…
Regulatory Climate Shift: Updates on the SEC Climate-Related Disclosure Rules
In March 2024, the Securities and Exchange Commission (the “SEC” or the “Commission”) adopted rules entitled The Enhancement and Standardization of Climate-Related Disclosures for Investors (the “Rules”), intended to standardize how public companies report material climate-related risks and greenhouse gas emissions. However, the Rules were almost immediately the subject of litigation, which was subsequently consolidated in…
