Companies will applaud; most institutional investors don’t care, but at least a few will be very unhappy and may submit shareholder proposals if feasible (see below)

Seems unnecessary; many companies already discourage or prohibit hedging, and disclosure is viewed favorably by most investors

Unnecessary and possibly unwise, as companies and investors alike have used say on pay as lever to engage, and are likely to continue even if not required; if investors don’t have the “safety valve” afforded by say on pay, they may vote against compensation committee members or full boards (particularly problematic for companies that have majority voting)

Limit to executive officers with “control or authority” over financial reporting

With the exception of a very limited group of investors, all would applaud

The barn door has long since closed; what’s the point?

Ditto; and in any case, investors want it and it’s become routine

Require 1% ownership for three years (vs. current requirement of $2,000 worth of voting securities for one year)

There’s no doubt that shareholder proposals can be abusive and that the existing thresholds need to be changed, but these thresholds would prohibit all but the very largest investors (at big cap companies) from submitting proposals; in the absence of shareholder proposals, will holders have any recourse but to engage in “vote no” programs or to exercise proxy access rights?

On the other hand, this change would have little or no impact at many small- and mid-cap companies, where it’s not unusual for one or more holders to own 1% or more.

Increase the resubmission thresholds to 6%, 15% and 30% (from 3%, 6% and 10%)

Changes in the resubmission thresholds are long overdue; these are modest – perhaps too modest?

Permit issuers to exclude proposals submitted by a proxy, representative, agent or otherwise acting on behalf of a shareholder

Prohibit the SEC from requiring use of universal proxies in proxy contests

Despite the fact that some people think this is the most burning issue facing the SEC, it’s only a concern in proxy fights and doesn’t affect the overwhelming majority of companies

Revise the definition of “general solicitation” in Reg D to exclude various items and change definition of “accredited investor” to adjust the income and net worth tests for inflation

Changes would ease burdens, but it’s unclear where easing burdens may conflict with investor protection concerns

Increase the registration trigger from 500 to 2,000 non-accredited holders and permit deregistration at 1,200 holders vs. current 300; private companies would be able to issue up to $20 million to employees without having to provide robust disclosure (including financial statements)

Same – would ease burdens, but it’s unclear where easing burdens may conflict with investor protection concerns; note that this lines up with existing bank holding company requirements

Increase permitted amount of offering from $50 million to $75 million, to be indexed for inflation

Make “testing the waters” and confidential filings available to all IPO issuers and reduce from 21 to 15 days timeframe in which roadshow can begin

Make any issuer of securities listed on a national securities exchange eligible to use Form S-3 (regardless of float)

Extend preemption to any security listed on any national exchange (including any tier or segment)

Would exempt emerging growth companies and companies with less than $250 million in gross revenues from XBRL rules

Extend the exemption until the earlier of average gross revenues above $50 million and 10 years after IPO and to any issuer with total market cap of less than $500 million

It is unclear what, if anything, this would accomplish absent more details.  ISS is already registered as an investment adviser, but that does not seem to influence its behavior or actions.

Would repeal the SEC’s authority to bar persons from serving as directors or officers of publicly held companies