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Results: 1-10 of 107

Court examines disclosure duties in consent solicitaion removing directors
  • Stinson Leonard Street LLP
  • USA
  • August 26 2015

In Kerbawy v. McDonnell, the Delaware Court of Chancery affirmed the validity of a solicitation of written consents that removed certain directors


Executive compensation paid to controlling shareholders subject to business judgment review when approved by an independent committee
  • Stinson Leonard Street LLP
  • USA
  • July 1 2015

Members of the Dolan family hold 73 of the voting power of Cablevision Systems Corporation's stock. A shareholder commenced a derivative action


Proxy access week of May 24
  • Stinson Leonard Street LLP
  • USA
  • May 29 2015

During the week of May 24, 2015, 8-Ks were filed that disclosed three shareholder sponsored proxy access proposals passed and five failed. All


Proxy access week of May 17 the trend is less clear
  • Stinson Leonard Street LLP
  • USA
  • May 22 2015

During the week of May 17, 2015, 8-Ks were filed that disclosed six shareholder sponsored proxy access proposals passed and five failed. All required


ISS reports on compensation trends
  • Stinson Leonard Street LLP
  • USA
  • May 18 2015

ISS has issued a report on compensation trends incorporating data so far from this year's proxy filings


"Pay versus performance" rule proposed by Securities and Exchange Commission
  • Stinson Leonard Street LLP
  • USA
  • May 13 2015

On April 29, 2015, the U.S. Securities and Exchange Commission (SEC) issued another proposed rule under the Dodd-Frank Act, this time with respect to


Observations on the SEC’s proposed pay versus performance rule
  • Stinson Leonard Street LLP
  • USA
  • May 7 2015

The SEC has issued a proposed rule to require companies to disclose the relationship between executive compensation and the financial performance of


Director equity grants subject to entire fairness review
  • Stinson Leonard Street LLP
  • USA
  • May 1 2015

In Valma v. Templeton et al, the Delaware Court of Chancery held that grants of restricted stock units, or RSUs, to directors of Citrix Systems, Inc


SEC Chair White warns on fee shifting bylaws
  • Stinson Leonard Street LLP
  • USA
  • March 19 2015

In remarks at a conference attended by M&A professionals, SEC Chair White gave her views on fee shifting bylaws. Currently the SEC staff is focused


Say-on-pay vote did not create disclosure obligation
  • Stinson Leonard Street LLP
  • USA
  • March 10 2015

In Liang v. Berger, the plaintiff in a derivative action alleged the officers and directors of ARAID Pharmaceuticals failed to disclose material