News & Analysis as of July 30, 2025

Shareholder Proposals

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Texas Adopts Law Permitting Limits on Shareholder Proposals

Fenwick & West LLP on 5/21/2025

On May 19, 2025, Texas Gov. Greg Abbott signed Senate Bill No. 1057 (SB 1057) into law....more

SEC Proposes to Modernize Shareholder Proposal Thresholds and Certain Procedural Elements of Rule 14a-8

Bass, Berry & Sims PLC on 11/7/2019

On November 5, the Securities and Exchange Commission (SEC) in a 3-2 decision voted to propose amendments to rules governing shareholder proposals in companies’ proxy statements. These proposed amendments – which seek to...more

Did The SEC Misstate State Law In Proposing Changes To Shareholder Proposal Rule?

Allen Matkins on 11/6/2019

Yesterday, the Securities and Exchange Commission proposed amendments to Rule 14a-8, which requires companies subject to the federal proxy rules to include shareholder proposals in their proxy statements, subject to certain...more

Provisional Directors And The Third Degree

Allen Matkins on 5/15/2019

Monday's post concerned the appointment of one or more provisional directors pursuant to California Corporations Code Section 308. The statute requires that a provisional director be an "impartial person". In addition, the...more

Deadlocks And The Provisional Director

Allen Matkins on 5/13/2019

Section 308 authorizes the Superior Court to appoint a provisional director in two different circumstances. Although both involve the existence of a deadlock, the conditions under which a provisional director may be appointed...more

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