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    Continuing Confusion About Shareholder Approval Requirements

    I continue to read confused statements in proxy statements about the vote required for shareholder action.  The default voting rule in Delaware is found in Section 216(2) of the Delaware General Corporation Law:

    section 602(a), Section 216, Corporate Governance, abstentions, dgcl, entitled to vote, stockholder approval, votes cast

    How The Proposed Fix To Delaware's Stockholder Consent Statute Can Be Fixed

    Earlier this week, I wrote about a proposed amendment to Section 228 of the Delaware General Corporation Law.  The amendment, which is proposed by The Corporate Council of the Corporation Law Section of the Delaware State Bar, would essentially...

    Delaware General Corporation Law, record date, Section 213, section 228, Corporate Governance, dgcl, earliest dated consent, stockholder, written consent