Meetings of Stockholders, Third Edition

Meetings of Stockholders

In one comprehensive volume, you get all the information and guidance necessary to advise, plan, and run corporate shareholder meetings efficiently and effectively - including up-to-date coverage of the latest SEC rules and regulations, recent DOL interpretations concerning institutional investors, case law developments, and emerging trends in shareholder actions.

Comprehensive, authoritative, and practical, Meetings of Stockholders, Third Edition covers every key topic relating to stockholder meetings, from the laws and regulations to the mechanics of running the meeting, including:

• Selection of the meeting location
• Preparation of the chair and officers
• Creating an agenda
• Meeting notice requirements
• The right to inspect the shareholder list
• Statutory criteria for eligibility
• Proxy solicitation for the Shareholders' meeting
• Preparing proxy materials
• Proxy eligible securities
• Disclosure requirements
• Institutional investor issues
• Handling shareholder proposals
• Personal claims and grievances
• Exceptions to Rule 14a-8, rules governing meeting conduct
• Dealing with the disorderly stockholder
• Voting rights of shares and stockholders
• Quorum, counting and reporting the vote
• Tabulation of proxies
• Action by written consent
• Defensive strategies to defeat shareholder consent solicitations

Meetings of Stockholders, Third Edition now also includes critical information, including:

• Preparation of Proxy Materials
• Proxy Solicitation for Shareholders' Meeting
• The Shareholder Proposal Rule (Rule 14a-8)
• Action by Written Consent

Note: Online subscriptions are for three-month periods.

• Preparation for the Meeting

• Selection of the Meeting and Record Dates and Notice of the Meeting

• The Right of Stockholders to Inspect the Stockholder List

• Proxy Access and Campaign Reimbursement

• Preparation of Proxy Materials

• Institutional Investors and Shareholder Activism

• The Shareholder Proposal Rule (Rule 14-A-8)

• Proxy Solicitation for the Shareholders’ Meeting

• Conduct of the Meeting

• The Voting Process

• The Counting and Reporting of the Vote, Including the Role of Inspectors of Elections

• Action by Written Consent

• Conducting a Contested Stockholder Meeting

• Proxy Solicitation for Contested Stockholder Meetings: The Current Environment

• Tabulation of the Vote and Proceedings Before the Inspectors at the Contested Shareholder Meeting

Table of Cases
Index