Shareholder proposal rule
Despite being home to the Silicon Valley, California has not embraced with abandon virtual-only meetings of shareholders. Section 600(e) of the Corporations Code currently does not permit virtual only meetings unless one of...more
Welcome to the Corporate Briefing, where we review the latest developments in corporate law that you need to know about. In this month’s issue, we discuss...more
Delaware corporate law continually evolves, and 2022 was no exception. As the year draws to a close and proxy season approaches, here are highlights of significant changes that may impact 2023 annual meeting plans, among...more
Last year, the California legislature enacted AB 663 (Chen) in order to provide California corporations with greater flexibility to hold virtual-only meetings of shareholders. Among other things, AB 663 amended Corporations...more
Up to now, the virtual Annual General Meeting has been a provisional solution due to the exceptional situation caused by the pandemic, with an end date of August 31, 2022 set in the so-called COVID-19 Act. The German Federal...more
Dorsey Assists Alaska Corporations to Hold Annual Virtual and Hybrid Meetings - The Alaska Legislature unanimously passed Senate Bill 24, on March 22, 2021, allowing corporate shareholder meetings and nonprofit member...more
Le novità da considerare per l’imminente stagione assembleare e per aggiornare la corporate governance anche alla luce delle disposizioni introdotte per l’emergenza COVID-19. Le nuove modalità per l’assemblea dei soci tra...more
As we approach our 11th month of COVID-19 restrictions, the pandemic continues to evolve with new variants, while vaccination efforts move forward at a snail’s pace because of limited supplies in many states. Many hoped for a...more
Holding Your Annual Meeting Virtually—Lessons Learned From 2020 - In light of the circumstances surrounding the COVID-19 pandemic, it comes as no surprise that there was a dramatic increase in the number of virtual...more
Der Gesetzgeber hat für die Hauptversammlungssaison 2021 punktuelle Änderungen an den Regelungen zur virtuellen Hauptversammlung beschlossen. Diese sind bei der Vorbereitung ab sofort zu berücksichtigen....more
Institutional Shareholder Services (“ISS”) published its proxy voting guidelines updates for 2021 (“Policy Updates”) on November 12, 2020. The changes that are likely to be of most interest to companies include new and...more
Following an accelerated legislative procedure, the Temporary Act COVID-19 came into force in April 2020. The Act has retroactive effect until and including 16 March 2020. This "Emergency Act" provides, among other things,...more
As COVID-19 rages on, companies are again flocking to virtual annual meetings for the 2021 proxy season, but with one important difference: the luxury of time. Many companies are already exploring retention of virtual annual...more
BEIS and FRC released further updates on how companies can hold meetings during the COVID-19 pandemic. On 14 May 2020, the Department for Business, Energy & Industrial Strategy (BEIS) and the Financial Reporting Council...more
Due to the COVID-19 pandemic, many companies are holding their annual stockholder meetings through either virtual or remote channels of communication (“virtual meeting”). Of those companies holding virtual meetings, a large...more
Because of the rapid shift from in-person to virtual annual meetings mandated by COVID-19 health and safety concerns, many companies held first-time virtual-only meetings, with both management and shareholders exploring the...more
Among the many challenges companies are facing during the COVID-19 pandemic is how to conduct their shareholder meetings. Current social distancing requirements are effectively forcing companies to choose between postponing...more
In these unprecedented times of “shelter in home” orders, remote working, and other strategies Americans are taking to mitigate the risks associated with COVID-19, we anticipate that many organizations will decide to...more
Earlier we reported that on March 19, 2020 (Effective Collaboration with Governor Nets Pragmatic Solution) the Governor of the State of Alaska temporarily suspended certain provisions of the Alaska Corporations Code AS...more
As a result of the COVID-19 pandemic, SEC staff provided guidance on changing the date time and place of an annual meeting, switching to a virtual shareholder meeting and certain matters related to shareholder proposals....more
With annual reports on Form 10-K publicly filed and first quarter earnings releases getting underway, proxy season – the annual practice of filing and distributing proxy statements, reserving meeting venues and courting...more
The novel coronavirus, COVID-19, is impacting every aspect of doing business, and annual meetings of shareholders are no exception. Each corporation is required by state corporation law, and usually its own bylaws, to hold...more
COVID-19 RELATED DEVELOPMENTS - SPECIAL REGULATORY UPDATE - SEC Updates Investment Company Act Exemptive Order in Response to COVID-19 - On March 25, 2020, the Securities and Exchange Commission (“SEC”) issued an...more
In the latest proclamation concerning the ongoing State Public Health Emergency Declaration, Governor Reynolds included an order expressly permitting Iowa business corporations, cooperatives, and certain other identified...more
Canadian public companies typically look to their federal or provincial governing statutes for timeline requirements regarding their annual general meeting (AGM). Generally, business corporation legislation requires an AGM to...more