Securities Law Prof Blog

Editor: Eric C. Chaffee
Univ. of Toledo College of Law

Tuesday, October 16, 2012

SEC Posts Staff Guidance on Shareholder Proposals

The SEC's Division of Corporation Finance posted on the SEC website Staff Legal Bulletin No. 14G (CF) on Shareholder Proposals.  It describes the purpose of the bulletin:

This bulletin is part of a continuing effort by the Division to provide guidance on important issues arising under Exchange Act Rule 14a-8. Specifically, this bulletin contains information regarding:

the parties that can provide proof of ownership under Rule 14a-8(b)(2)(i) for purposes of verifying whether a beneficial owner is eligible to submit a proposal under Rule 14a-8;

the manner in which companies should notify proponents of a failure to provide proof of ownership for the one-year period required under Rule 14a-8(b)(1); and

the use of website references in proposals and supporting statements.

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