Your English writing platform
Discover LudwigExact(1)
In particular, the proposal failed to remove or qualify a statement in the existing bylaws that expressly disclaimed any shareholder right to include a nominee in the company proxy statement, and the SEC staff agreed that the resulting inconsistency made the proposal vague and indefinite.
Similar(59)
The existing bylaw was proposed after a March incident at Morongo Casino in Cabazon that went viral when mixed martial arts fighter Drew Chapman celebrated his knockout of Irvins Ayala by jumping on Ayala's back and flipping.
Nevertheless, the SEC Staff found that the existing proxy access bylaw addresses the proposal's "essential objective" and granted no-action relief on the basis of substantial implementation under Rule 14a-8(i)(10).
Fortunately for companies, even if these fix-it proposals are not able to be excluded from annual meeting ballots, they are unlikely to be majority-supported by shareholders if the existing proxy access bylaw has standard terms (e.g., 3%/3 years/20%/20).
The reason two companies were denied relief appears to be that their no-action requests failed to include specific information regarding the ownership of the company's institutional holders as opposed to all holders or large holders when arguing that the existing proxy access bylaw already provides a meaningful proxy access right.
Overall, approximately 34 companies were able to exclude "amend proxy access" proposals based on arguments that the existing terms of their proxy access bylaws substantially implemented the proposal.
Remove the existing bathtub.
Analyze the existing infrastructure.
Remove the existing cushion.
Join the existing HomeGroup.
Saturate the existing surface.
Write better and faster with AI suggestions while staying true to your unique style.
Since I tried Ludwig back in 2017, I have been constantly using it in both editing and translation. Ever since, I suggest it to my translators at ProSciEditing.

Justyna Jupowicz-Kozak
CEO of Professional Science Editing for Scientists @ prosciediting.com