Sentences with phrase «ruled by shareholders»

A corporation ultimately ruled by shareholders, not patrons.

Not exact matches

MILAN, April 23 - A judge ruled in favor of an appeal by Telecom Italia and its leading investor Vivendi to block a vote on some board director replacements proposed by activist fund Elliott at an April 24 shareholders meeting, a court document showed.
As mentioned above, financial statements are produced by companies for the benefit of shareholders, and are prepared in accordance to sets of accounting rules (i.e. International Financial Reporting Standards, or IFRS, in Canada, and Generally Accepted Accounting Principles, or GAAP, in the U.S.) These rules differ greatly from those used to calculate corporate income taxes owing.
In April, they voted in favor of a shareholder proposal requiring annual majority rule votes for all directors, which Nabors has said they will abide by.
«Shareholders can vote, but boards can just ignore them under the «business judgment rule» backed by state laws and courts.
To comply with Rule 506 (c) you will also need to get a representation from the crowdfunding portal that none of their executives, officers, directors, partners or shareholders are «bad actors» — essentially, that they have not been convicted of a felony or otherwise been sanctioned previously by the SEC.
MILAN, April 23 (Reuters)- A judge ruled in favor of an appeal by Telecom Italia (TIM) and its leading investor Vivendi to block a vote on some board director replacements proposed by activist fund Elliott at an April 24 shareholders meeting, a court document showed.
This number is calculated using the share counting rules described in Sections 5 (a) and 5 (b) of the 2014 Plan and includes the number of shares available for new award grants under the 2014 Plan out of the 385 million shares authorized by shareholders upon adoption of the 2014 Plan; the number of shares available for new award grants under the 2003 Employee Stock Plan (the «2003 Plan») on the date that shareholders approved the 2014 Plan; the number of shares subject to outstanding stock options under the 2003 Plan and 2014 Plan as of November 17, 2015; and two times the number of shares subject to outstanding RSUs under the 2003 Plan and 2014 Plan as of November 17, 2015 (all adjusted for the 7 - for - 1 stock split).
Under applicable TSX rules, the transaction also requires the approval of Loblaw shareholders by majority vote, as the number of Loblaw common shares to be issued in the transaction exceeds 25 % of the total number of outstanding Loblaw common shares.
Officers, directors and greater than ten percent shareholders also are required by SEC rules to furnish Apple with copies of all Section 16 (a) forms they file.
Proposals of shareholders to be considered for inclusion in the proxy statement and proxy card for the 2015 Annual Meeting pursuant to Rule 14a - 8 under the Securities Exchange Act of 1934 must be submitted in writing to the Secretary of Amazon.com, Inc., at Amazon.com, Inc., 410 Terry Avenue North, Seattle, Washington 98109, and must be received by 6:00 p.m., Pacific Time, on Thursday, December 11, 2014.
Shareholders who wish to bring business before Walmart's 2014 Annual Shareholders» Meeting other than through a shareholder proposal pursuant to the SEC's rules must notify the Corporate Secretary of our company in writing and provide the information required by the provision of the Bylaws dealing with shareholder proposals.
Shareholder proposals intended for inclusion in our proxy statement for the 2016 Annual Shareholders» Meeting in accordance with the SEC's Rule 14a - 8 under the Exchange Act must be received by our company in the manner described above no later than the close of business on December 24, 2015.
Absent such a standard, the shareholder proposal rule becomes nothing less than a species of private eminent domain by which the federal government allows a small minority to appropriate someone else's property — the company is a legal person, after all, and it is the company's proxy statement at issue — for use as a soap - box to disseminate their views.
I made the case for pruning the rule in my article Revitalizing SEC Rule 14a - 8's Ordinary Business Exemption: Preventing Shareholder Micromanagement by Proposal (March 29, 20rule in my article Revitalizing SEC Rule 14a - 8's Ordinary Business Exemption: Preventing Shareholder Micromanagement by Proposal (March 29, 20Rule 14a - 8's Ordinary Business Exemption: Preventing Shareholder Micromanagement by Proposal (March 29, 2016).
In my article, Revitalizing SEC Rule 14a - 8's Ordinary Business Exemption: Preventing Shareholder Micromanagement by Proposal (March 29, 2016), available at SSRN: https://ssrn.com/abstract=2750153, I argued that shareholder use of the proposal rule should be substantially restricRule 14a - 8's Ordinary Business Exemption: Preventing Shareholder Micromanagement by Proposal (March 29, 2016), available at SSRN: https://ssrn.com/abstract=2750153, I argued that shareholder use of the proposal rule should be substantially Shareholder Micromanagement by Proposal (March 29, 2016), available at SSRN: https://ssrn.com/abstract=2750153, I argued that shareholder use of the proposal rule should be substantially shareholder use of the proposal rule should be substantially restricrule should be substantially restricted:
Rule 14a - 8 (i)(7) is intended to permit exclusion of a proposal that «seeks to «micro-manage» the company by probing too deeply into matters of a complex nature upon which shareholders, as a group, would not be in a position to make an informed judgment.»
[8] See Palmiter, supra note 18, at 886 («By shifting the proposing shareholder's solicitation costs to the company, the rule compels the body of shareholders to subsidize self - appointed corporate reformers.»).
Prepare and issue the report of the Committee required by the rules of the SEC to be included in the Company's Annual Report on Form 10 - K (or the Annual Report to Shareholders if distributed prior to the filing of a Form 10 - K).
Officers, directors and greater than ten percent shareholders also are required by SEC rules to furnish the Company with copies of all Section 16 (a) forms they file.
A $ 9.2 billion merger led by the holding company of the country's biggest conglomerate helps the ruling Lee family plan its succession at the expense of independent shareholders.
A South Korean court said on June 19 that it would rule by July 1 on a request by U.S. hedge fund Elliott to block a shareholder vote on the $ 9.2 billion takeover of construction firm Samsung C&T.
Referring to a draft article co-authored by Gallagher which suggests that proposals drafted by Harvard Law School's Shareholder Rights Project may constitute a violation of SEC rules, Minow quotes Columbia law professor Robert Jackson, who wrote, «It is wildly inappropriate for a sitting SEC commissioner to issue a law review paper accusing a private party of violating federal securities law without any investigation or due process of any kind.
New rules Chinese authorities introduced this week that restrict selling by large shareholders did not go down well with investors and provided little tonic to jittery markets.
Ct. 2015), obtaining a landmark ruling in Delaware that bylaws adopted after shareholders are cashed out do not apply to shareholders affected by the transaction.
At Loblaw Companies Ltd.'s annual meeting, shareholders will be asked to vote on a proposed rule which would require that the role company chairman is filled by an independent director.
Under the default rule applicable to virtually every corporation in the United States, however, corporate directors are elected through a standard that guarantees that a director could be elected with even a single affirmative vote, even if that director's candidacy is opposed by the overwhelming majority of shareholders.
Because the SEC's rules for resubmission of a failed proposal by a shareholder in the next year's proxy statement require that the proposal have received up to 10 % of the vote (depending on how many years it has been submitted), the significant voting impact of an ISS recommendation can empower a proponent to resubmit a proposal year after year, imposing costs on the company and creating waste and negative publicity to the detriment of the company and its shareholders.
Marriott International said it anticipates the receipt of an IRS private - letter tax ruling in September, confirming that the distribution of shares of Marriott Vacations Worldwide common stock will not result in the recognition, for U.S. federal income tax purposes, of income, gain or loss by Marriott International or Marriott International shareholders, except, in the case of Marriott International shareholders, for cash received in lieu of fractional shares.
They have changed the economic ethos (oikos nomos = rules of the house and oikonomos = the art of well managing the house) by sacrificing the objective of social well - being and full employment to the demands of the rate of profit and thus to increasing shareholder value.
All IRC section 501 (c)(3) organizations, including churches and religious organizations, must abide by certain rules: ■ their net earnings may not inure to any private shareholder or individual, ■ they must not provide a substantial benefit to private interests, ■ they must not devote a substantial part of their activities to attempting to influence legislation, ■ they must not participate in, or intervene in, any political campaign on behalf of (or in opposition to) any candidate for public office, and ■ the organization's purposes and activities may
«Fonterra can comfortably pursue both [higher milk prices and shareholder returns] because its milk price is rules - based and subject to oversight by a panel chaired by an independent director of Fonterra [and with a majority of its members being independent] coupled with oversight by NZ's competition regulator through a very public process,» he said.
If the Scheme is approved by Coal & Allied shareholders, and subject to Coal & Allied obtaining a ruling from the Australian Taxation Office, Coal & Allied will announce a fully franked special dividend of A$ 8 per share.
As you may know, the press has reported that SEC chair Mary Schapiro has directed the Commission's staff to draft proposals for rules governing shareholder proxy access by mid-May 2009.
I expect those proposed rules will provide the opportunity for the use of a universal proxy card whereby shareholders can choose — on one proxy card — from among the candidates nominated both by the company and by shareholders.
In this particular case, the company's investors (shareholders and bond holders) effectively create a tax shield by lending money to themselves (like our 401k example above), only this time it IS legal under IRS rules.
Payments by a mutual fund to support fund distribution and shareholder service made in accordance with Rule 12b - 1 under the Investment Company Act.
Shareholders can remove a Trustee to the extent provided by the Investment Company Act of 1940, as amended (the «1940 Act») and the rules and regulations promulgated thereunder.
You'll want to include information like: the name and contact information of the person (s) organizing the corporation; the name and a description of the corporation, including its primary activities, business address, and any known details like the expected annual revenue; information on the terms of the board of directors; rules on stock ownership and purchases; the contact information for the corporation's president, vice president, secretary and treasurer; the contact information and positions of key employees; how shareholders can approve corporate action; any benefits offered by the corporation; and more.
Involved a dispute over the application of the rule against recovery by a shareholder of reflective loss, and a double derivative claim made in respect of a Cayman company with a BVI parent.
Rules regarding the appointment of officers vary by jurisdiction and can change depending on a corporation's By - laws, Articles of Incorporation, and any Unanimous Shareholder Agreement that may be in placby jurisdiction and can change depending on a corporation's By - laws, Articles of Incorporation, and any Unanimous Shareholder Agreement that may be in placBy - laws, Articles of Incorporation, and any Unanimous Shareholder Agreement that may be in place.
The transaction, the terms of which were announced on April 17, 2018 following approval by the National Company Law Tribunal in India, requires the approval of the shareholders of Vedanta Resources, Vedanta Limited's parent company, as a Class 1 transaction under the U.K. Listing Rules.
Linklaters is a top - 5 London law firm, offers «Blue Flag,» a Web - based service that consists of related advisory services including, for example, regulatory compliance advice for business managers in financial institutions, advice for derivatives professionals on making sure transactions are binding, summaries of shareholder disclosure rules by country with links to detailed information, and interpretive materials on the regulations governing fund managers.
Based on the above, clients must firstly be aware of the rule of Omani sponsorship which requires an Omani partner (whether an individual or a corporate entity wholly owned by Omanis) to own 30 % minimum of the share capital of the entity registered in Oman and the remaining 70 % can be owned by the foreign shareholder.
In a ruling yesterday, the court struck an oppression claim after finding the alleged breaches affect all shareholders of a publicly traded company and must proceed by way of a derivative action.
It was constituted and governed by its rules, which provided for its business to be conducted by its board and shareholders.
California Court of Appeal rules for defendants in a shareholder derivative action brought by the former CEO of a company, who alleged his company should have sued the defendants for perceived business torts.
Minority shareholders can enforce these rights without restrictions otherwise imposed by the rule in Foss v Harbottle.
As a general rule a corporation is a legal entity distinct from its shareholders: Salomon v. Salomon & Co., [1897] A.C. 22 (H.L.) The law on when a court may disregard this principle by «lifting the corporate veil» and regarding the company as a mere «agent» or «puppet» of its controlling shareholder or parent corporation follows no consistent principle.
The corporate functioning rules for joint stock companies have been repeatedly altered by Romanian legislation, especially in relation to the governing structures of companies, such as shareholders» assemblies and management bodies.
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