In recent years, corporate governance and environmental and social issues-related shareholder proposals have proliferated, and shareholders and governance advocates have become more active and sophisticated in their approach to shareholder proposals. As the 2015 proxy season kicks off, two important developments will limit the substantive grounds upon which companies may seek to exclude certain shareholder proposals from their proxy materials. In particular, companies that have received a proxy access shareholder proposal or a proposal that may involve a “significant policy issue” should carefully consider these developments when developing a response strategy.