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Say-on-pay votes: recap of inaugural season to date

USA - May 25 2011 Under rules adopted by the Securities and Exchange Commission ("SEC") implementing the provisions of the Dodd-Frank Wall Street Reform and Consumer Protection Act, most public companies have been required to provide two new shareholder advisory votes in their proxy materials this season.

Delaware Supreme Court invalidates bylaw provision that would have shortened terms of staggered board

USA - December 3 2010 Late last month, the Delaware Supreme Court reversed an October 2010 Delaware Court of Chancery ruling and held that an ambiguous staggered board charter provision was intended to provide that each class of directors serve three-year terms, thus thwarting a hostile bidder's attempt to hold an annual meeting - and potentially replace a majority of the board - less than four months after directors were last elected.

SEC Adopts Pay for Performance Rules

USA - August 31 2022 On August 25, the SEC adopted rules implementing the pay for performance disclosure mandated by the Dodd-Frank Act. The rules, originally proposed in…

North Carolina Business Corporation Act Now Permits Fully Virtual Shareholders' Meetings

USA - September 23 2021 On September 20, 2021, North Carolina Governor Roy Cooper signed House Bill 320 into law, permitting North Carolina corporations to hold…

Afzal Karim

SEC Expands Definition of Accredited Investor

USA - September 3 2020 On August 26, 2020, the Securities and Exchange Commission (the “SEC”) adopted final rules amending the definitions of both an “accredited investor”…

D. Scott Anderson, Jane Jeffries Jones, Jake G. Rifkin