Annual Meeting

News & Analysis as of

Preparation for 2013 Fiscal Year-End SEC Filings and 2014 Annual Shareholder Meetings

As our clients and friends know, each year Mintz Levin provides an analysis of the regulatory developments that impact public companies as they prepare for their fiscal year-end filings with the Securities and Exchange...more

Corporate Communicator - Winter 2014

2014 ANNUAL MEETING SEASON - Dear clients and friends, We present to you our traditional year-end issue of Snell & Wilmer’s Corporate Communicator to help you prepare for the upcoming annual report and proxy...more

Navigating Fiduciary Duties In Private Company Mergers And Acquisitions

I. Introduction. The conduct of corporate directors and officers is subject to particular scrutiny in the context of business combinations (whether friendly or hostile), executive compensation and other affiliated...more

Proposed Amendments to the Corporate Governance Principles

In August last year, the Australian Securities Exchange (ASX) Corporate Governance Council (Council) undertook a review of the Corporate Governance Principles and Recommendations (Recommendations) in response to the corporate...more

French Ruling reinforces board members’ right to information prior to their revocation

Summary - The French Court of cassation recently decided that it is a prerequisite that board members of public companies (“sociétés anonymes”) be informed of the reasons for their revocation, prior to this issue being...more

Massachusetts High Court Rules that Closed-End Funds’ ByLaws Allow No More than 395 Days Between Annual Shareholders’ Meetings

The Supreme Judicial Court of the Commonwealth of Massachusetts (the “SJC”) interpreted “on at least an annual basis” as used in the bylaws (the “Bylaws”) of two closed-end investment companies organized as Massachusetts...more

Rich v. Fuqi Int'l Inc., C.A No. 5653-VCG (Del. Ch. June 12, 2013) (Glasscock, V.C.)

In this letter opinion, the Court of Chancery found that Fuqi International, Inc. (“Fuqi”) was in contempt of two Court orders requiring the corporation to hold an annual stockholders’ meeting and appointed a receiver to...more

Symantec Beats Litigation Challenging Proxy Disclosures For Annual Meeting

A California court recently granted Symantec’s demurrer in a lawsuit that challenged its proxy statement disclosures in connection with an annual meeting. For those of us who haven’t been to law school recently, a demurrer...more

Proxy Season Brings a Third Wave of “Gotcha” Shareholder Litigation

Proxy season is upon us and the plaintiffs’ bar is demonstrating its resourcefulness by bringing a third wave of shareholder litigation. This new wave, which has not crested yet, consists of a return to derivative shareholder...more

Planning for the 2013 Annual Meeting and Reporting Season

As companies prepare for the 2013 annual meeting and reporting season, we have compiled an overview of the corporate governance and disclosure matters that companies should consider as they draft this season’s disclosure...more

Beware: Deceptive Corporate Compliance Notices

It has come to our attention that numerous Rhode Island corporate clients have received by mail, solicitation letters from a company indicating that it could assist in the corporation’s compliance with Rhode Island General...more

Maintaining Control When Shareholders Are Virtual

Amid shareholder demands for greater engagement, Internet-based annual meetings may enhance accessibility and save costs. Registered participants can follow presentations, ask questions, and exercise real-time voting. ...more

"Executive Compensation and Benefits Alert: Annual Meeting Litigation: How to Prepare"

As the 2013 proxy season is now underway, companies should be aware of the recent wave of lawsuits alleging breaches of fiduciary duties by management and directors in connection with compensation-related decisions. These...more

Technical Change by Broadridge May Impact Retail Voting at Upcoming Annual Meetings

Most public companies use Broadridge for shareholder voting tasks related to their annual meetings. Due to a new interpretive position being taken by the SEC, Broadridge recently informed its clients of a technical change in...more

Inside The Courts - December 2012

This issue of Inside the Courts, Skadden's securities litigation newsletter, includes summaries and associated court opinions of selected noteworthy cases principally decided from July to November 2012. This edition addresses...more

Planning for the 2013 Annual Meeting Season

As companies prepare for the 2013 annual meeting and reporting season, we have compiled an overview of the corporate governance and disclosure matters that companies should consider as they draft this season’s disclosure...more

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