Pubco counsel here - was a 6th year associate in BL and now IHC. I am running the proxy statement process (really for the first time...at the firm we'd give input in comments but that was different than managing the process). Curious common pitfalls other IHCs see and helpful tips to have this run efficiently. This is a new pubco so no precedent except for our S-1 and current initial drafts of the 10-K. We use Workiva for inputting and updating.

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1) have an excel calendar with all planned distribution dates and regulatory deadlines. This would include meetings internally with IR, Exec comp, your other legal team mates, your C suite, and your external meetings and distributions with outside advisors. Share the calendar and check it daily.
2) coordinate with the other lawyers (or maybe it’s you) to decide whether to incorporate exec comp/other things by reference into the 10-k.
3) do a form check for information you’ll need to include and get a running “ownership” list of who internally needs to get and validate that information. Financial reporting will also do tie outs so make sure you have people to look to for supporting evidence.
4) look at your peers for inspiration. Look at “best of” proxy statements (there are awards) and get a sense of what is new and trending and what might work for your company to highlight.
5) dig into the regs and what is new this year for proxy disclosures. The most important thing is that this is done right, not that it’s pretty for the first time.
6) own the draft. Don’t pass it around for comments, input them yourself. It will help you learn and prevent issues with versions.
7) get frequent input from superiors and other stakeholders on how it is looking and reading. Aim for accessibility and precision in drafting.
8) good luck!!!!

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Awesome!

Always always always make sure the record date works with the meeting date. I had a client while I was in big law that really owned the process internally (didn’t want to pay us for it) and they fucked that up.

YES this is so important too.

Your comp team should be working on the CD&A section and tables etc. Thats honestly most of the work (unless you are getting a lot of shareholder proposals but that doesnt sound like an issue for your stage of company)

Agree. I think I have a shell ready from the S-1. I will work with Workiva to get it set up there but we're only going to have the normal slate of proposals...Say on pay, election, auditors, etc.

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