The chamber and Business Roundtable argued in their lawsuit that the SEC made procedural missteps in writing its rules, such as failing to adequately weigh the costs imposed on companies.
The business groups said they planned to ask the appeals court for a stay if the SEC refused. The court has previously delayed implementation of SEC rules during legal challenges.
The chamber is the nation's biggest lobbying group representing corporations. The Business Roundtable's members include chief executive officers of the largest U.S. companies.
"The commission continues to believe that its rules are lawful and in the best interests of investors," SEC spokesman John Nester said. "We intend to vigorously defend them in court."
The SEC's decision to delay implementation means the new rules won't be in place in February, March and April of 2011, when most U.S. companies plan to send proxy statements to investors. The SEC expects the legal challenge will be resolved by "late spring," Nester said.
"Most of the annual meetings are held in the spring, so if the SEC wins in court and the rule is declared valid, we still won't likely see it used until 2012," said Charles Elson, chairman of the John L. Weinberg Center for Corporate Governance at the University of Delaware.