Proxy Access: To Be Or Not To Be? - 11/22/2004

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Copyright © 2001
Stanford Law School


2004 News and Press Releases

News News 2004


HEADLINE NEWS:

Proxy Access: To Be Or Not To Be?


Mergers & Acquisitions Report. November 22, 2004

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EXCERPT: More than one year after the Securities and Exchange Commission proposed its "Security Holder Director Nominations" rule, the plan isn't dead, but it's in a deep sleep. "Proxy access," as it has been dubbed, is a rule change whereby long-term and sizeable security holders would be able to nominate their own directors at the company's expense. Just who would have the right to nominate directors, what the directors' qualifications would have to be and whether or not shareholders could abuse the proxy process for the sake of special interests, are issues under scrutiny. The SEC first proposed the rule change, meant to give shareholders an alternative to expensive proxy battles, in October 2003 and an SEC spokesman told this publication in June that a decision would come by July (See M&AR, 6/7/04). But there are several major obstacles to the rule change's approval.

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