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But, he said, while some bylaws permit amendment only by shareholder vote, others allow amendment by a vote of the board.
Olympus is banking on an April 20 shareholder meeting to bring a turning point in the scandal, with at least six members of its 11-member board, including Mr. Takayama, set to resign and be replaced by shareholder vote.
Olympus is banking on the April 20 shareholder meeting to mark a turning point in the scandal, with at least six of its 11-member board, including Olympus President Shuichi Takayama, set to resign and be replaced by shareholder vote.
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But granting religious rights to major public corporations, presumably by shareholder votes, would have been an extraordinary step for the court to take.
But the role for guidelines on directors' pay and bonus schemes in the banking sector, set by a public body and ultimately enforceable by shareholder votes, would be my preferred solution.
To maintain that balance, Mr. Breeden recommended that MCI write many of the measures into its articles of incorporation, which can be changed only by a shareholder vote, and make others bylaws that can be changed only by a publicly recorded vote of the board.
Breeden recommended that MCI write many of the measures into its articles of incorporation, which can be changed only by a shareholder vote, and make others bylaws that can be changed only by a publicly recorded vote of the board.
It is unusual for board members to be unseated by a shareholder vote.
But the final outcome may be decided only by a shareholder vote scheduled for July.
If the bylaws can be amended only by a shareholder vote, he said, a shareholder meeting must be called.
Mr. Gurumani, who could not be reached for comment, remains on SKS's board because under Indian law, he can be removed only by a shareholder vote.
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Justyna Jupowicz-Kozak
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