Delaware General Corporation Law Updates - Stockholder Access to Proxy Materials


On April 10, 2009, two new sections of the Delaware General Corporation Law (DGCL) were enacted regarding corporate governance and the rights of stockholders to access company proxy materials. Taking effect August 1, 2009, these amendments give Delaware corporations the right to adopt new bylaw provisions, which, among other things, grant stockholders greater access to a corporation’s proxy solicitation materials. These changes are part of a trend toward lowering the barriers faced by stockholders to nominate directors and coincide with a proposed rule released by the Securities and Exchange Commission (?SEC?) on May 20, 2009, to provide enhanced stockholder access to include director nominations in public company proxy materials.

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DISCLAIMER: Because of the generality of this update, the information provided herein may not be applicable in all situations and should not be acted upon without specific legal advice based on particular situations.

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