California Corporate & Securities Law

Today is Veterans Day.  The date commemorates the ending of the First World War on November 11, 1918 at 11:00 a.m.  The following year, President Woodrow Wilson proclaimed the first "Armistice Day", as it was then known:

My posts this week have been dedicated to voting issues.  On Monday, I wrote about California's default rule for shareholder action - California Corporations Code § 602(a).  This is a default rule because it is subject to a greater vote requirement...

The ISS Global Policy Board recently solicited comments with respect to its proposed updates to its benchmark proxy voting guidelines. One of the policy changes under consideration relates to corporate political spending disclosure proposals. Under...

Section 951 of the Dodd-Frank Act requires companies that are subject to the SEC’s proxy rules to include in their proxy statements “a separate resolution subject to shareholder vote” to determine whether a shareholder vote on executive compensation...

After last week's presentation on "Did it Pass?" at the National Association of Stock Plan Professionals' 19th Annual Conference, I'm planning to devote a few posts to the subject of shareholder voting. Living in a democracy, we all feel that we...

The North American Securities Administrators Association (NASAA) describes itself as "the oldest international investor protection organization". It is comprised of 67 state, provincial, and territorial securities administrators in the 50 states,...

On Friday, I'll be part of a panel at the National Association of Stock Plan Professionals' 19th Annual Conference.  My topic will be devoted to the question "Did it pass?".  Here's a brief preview of some of the subtleties in this question.

ISS Calls For Comments

Some California employers may soon be joining Elizabeth Pain and her more famous, albeit fictional, sister in shame, Hester Prynne.  On October 9, 2011, Governor Jerry Brown signed SB 459 (Corbett) into law. Among other things, this bill adds Section...