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Delaware Chancery Court decides case on timing of annual stockholders meetings and advance notice requirements for stockholder proposals

Holland & Knight LLP
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USA
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June 20 2011

On June 3, 2011, the Delaware Court of Chancery refused to enjoin a stockholders meeting and enforced an advance notice requirement regarding stockholder proposals imposed by the company's proxy statement rather than its bylaws

Division of Corporation Finance updates Financial Reporting Manual

Holland & Knight LLP
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USA
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July 11 2011

On July 1, 2011, the Division of Corporation Finance updated the Division of Corporation Finance Financial Reporting Manual

Public Company Accounting Oversight Board issues concept release regarding audited financial statements

Holland & Knight LLP
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USA
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July 11 2011

On June 21, 2011, the Public Company Accounting Oversight Board (PCAOB) issued a concept release relating to possible revisions to the PCAOB’s standards relating to reports on audited financial statements

SEC Chairman Mary Schapiro discusses say-on-pay provisions and the timing for other Dodd-Frank rulemaking

Holland & Knight LLP
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USA
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November 21 2011

In a speech given on November 2, 2011, SEC Chairman Mary L. Schapiro discussed the regulations put in place through Dodd-Frank, specifically the say-on-pay provisions

ISS releases 2012 proxy voting policies

Holland & Knight LLP
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USA
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November 21 2011

On November 17, 2011, ISS published the 2012 updates to its proxy voting guidelines

First two 2012 proxy access proposals filed

Holland & Knight LLP
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USA
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November 21 2011

A shareholder activist has filed the first two proxy access proposals to be made public in the 2012 proxy voting season

House Financial Services Subcommittee passes five bills to ease the regulatory burden on small businesses

Holland & Knight LLP
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USA
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November 7 2011

On October 5, 2011, the House Financial Services Capital Markets and Government Sponsored Enterprises Subcommittee passed five bills to ease the regulatory burden on small businesses and emerging growth companies

ISS releases 20 FAQs on 2012 compensation guidelines

Holland & Knight LLP
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USA
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February 7 2012

On January 25, 2012, Institutional Shareholder Services (ISS) released 20 frequently asked questions on its 2012 compensation guidelines

Delaware court refuses to enjoin merger despite lack of typical fiduciary safeguards due to board's expertise in corporation's business

Holland & Knight LLP
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USA
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November 7 2011

Under Delaware law, a board of directors entering into a change of control transaction involving the sale of a company must secure the best value reasonably attainable for the company's stockholders

ISS publishes draft proxy voting guidelines

Holland & Knight LLP
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USA
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November 7 2011

On October 18, 2011, Institutional Shareholder Services, Inc. (ISS) published for comment its proposed 2012 updates to its proxy voting guidelines