A universal proxy may benefit public companies in certain contested director elections, but the ability to use this tool may depend on a company’s bylaws.
Key Points -
..In contested director elections, the binary...more
11/19/2018
/ Board of Directors ,
Bylaws ,
Contested Elections ,
Director Nominations ,
Proxy Advisory Firms ,
Publicly-Traded Companies ,
Securities and Exchange Commission (SEC) ,
Shareholder Activism ,
Shareholder Votes ,
Shareholders ,
Universal Proxy
UPDATE (October 29, 2015): On October 22, 2015, the Staff of the Securities and Exchange Commission’s Division of Corporate Finance issued Staff Legal Bulletin No. 14H1, clarifying when a company may exclude a shareholder...more
As the 2016 proxy season approaches, every public company should consider its position on proxy access and should have a plan for responding to a shareholder proxy access proposal. Based on lessons learned from the 2015...more
Shareholder rights plans were developed more than 30 years ago to fend off opportunistic hostile offers and other abusive takeover transactions. Rights plans deter unauthorized stock accumulations by imposing substantial...more
The Delaware Court of Chancery refuses to enjoin Sotheby’s annual meeting and allows Sotheby’s “poison pill” to protect against an activist’s proxy contest.
Implications for our Clients -
In a thirty year-long...more