E-Proxy Update


As of January 1, 2009, all companies subject to the proxy rules under the Securities Exchange Act of 1934 must comply with the E-proxy rules in connection with the solicitation and mailing of proxy statements. Under the E-proxy rules, issuers are provided with two primary options for conducting their proxy solicitations: the (i) "notice only" option and the (ii) "full set delivery" option. Issuers may also choose a hybrid of these options, because they are not mutually exclusive.

In all cases, however, issuers and other soliciting persons must (i) post their proxy materials (including the proxy statement, proxy card, the "glossy" annual report, and any other soliciting materials) on an Internet web site, which may not be the SEC’s IDEA site, and (ii) provide shareholders with written notice of the availability of the materials on the Internet (the "Notice").

We discuss below these two options and certain considerations for issuers that may be in the process of selecting the optimal method of soliciting a proxy from their shareholders.

Please see full newsletter for more information.

LOADING PDF: If there are any problems, click here to download the file.

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.

© Manatt, Phelps & Phillips, LLP | Attorney Advertising

Written by:


Manatt, Phelps & Phillips, LLP on:

Popular Topics
Reporters on Deadline

"My best business intelligence, in one easy email…"

Your first step to building a free, personalized, morning email brief covering pertinent authors and topics on JD Supra:

Sign up to create your digest using LinkedIn*

*By using the service, you signify your acceptance of JD Supra's Privacy Policy.

Already signed up? Log in here

*With LinkedIn, you don't need to create a separate login to manage your free JD Supra account, and we can make suggestions based on your needs and interests. We will not post anything on LinkedIn in your name. Or, sign up using your email address.