Securities and Exchange Commission (SEC), Proxy Statements, Delaware General Corporation Law

Should Nevada Corporations Say Goodbye To Ratification Of Auditor Appointments?

Allen Matkins on 5/22/2025

According to this Form 8-K filed on April 29, 2025, Tripadvisor, Inc. finally completed its reincorporation from Delaware to Nevada by means of a statutory conversion, which it erroneously denominated a...more

Securities Law Update - April 2025

Fenwick & West LLP on 5/1/2025

Welcome to the latest edition of Fenwick’s Securities Law Update. This issue contains updates and important reminders on...more

Tempus Fugit Ad Nevada

Allen Matkins on 4/3/2025

Three days after Delaware’s governor, Matt Meyer, signed into law controversial amendments to Delaware's General Corporation Law, another publicly traded company filed preliminary proxy materials with the Securities and...more

Reminders for the 2023 Annual Report and Proxy Season

Smith Anderson on 1/19/2023

As public companies prepare their 2022 annual reports and 2023 proxy statements, they will need to contend with a host of new requirements and disclosure updates stemming from the current geopolitical and economic...more

Delaware Governor Issues Order Clarifying Notice Requirements for Virtual-Only Shareholder Meetings due to COVID-19

Mintz - Securities & Capital Markets... on 4/8/2020

On March 13th, the SEC’s Division of Corporation Finance issued guidance allowing companies who had already filed proxy statements to switch to virtual-only meeting formats due to COVID-19 without mailing additional proxy...more

Ouch! Proxy Statement Argues That Resolving Dispute In California Court Was “Costly And Time Consuming”

Allen Matkins on 8/19/2016

As Ralph Waldo Emerson once famously told Oliver Wendell Holmes, Jr.: ““Holmes, when you strike at a king, you must kill him.” For the full story, see The Corporations Code Can Make Suing Your Former Employees Costly. I was...more