May 13, 2004

More Shareholder Access Rumors Just

Just as I was blogging a set of rumors on Tuesday, The Daily Deal was reporting that the SEC may expand its shareholder access proposal to give shareholder groups with a 15% stake in a company the right to nominate a director on the company’s proxy card in any given year. Allegedly, such nominations would have to be made at least 90 to 120 days before an annual meeting. Obviously, this would give shareholders the power to take action more quickly and not have to worry about triggers.

My question is – how are all of these rumors leaking out of the SEC? I doubt anyone at the SEC staff level would take the chance and provide info to the press – it could be someone who has met with the staff (or maybe a Commissioner)…but I’m still convinced that the SEC won’t take action on this proposal anytime in the very near future.

Nifty 8-K Chart

Thanks to my good friend Larry Spirgel of Morrison & Foerster for this chart that can serve as a bedside resource for remembering the SEC’s new regs on 8-Ks.

We have added the chart to our memos – some of which also contain charts – on this topic (now numbering over 50) in Section B.26 of the Sarbanes-Oxley Law Firm Memos – as well as our “Real-Time Disclosure” Practice Area (which will be growing quite rapidly).