On Monday, Reliant Energy filed a lawsuit asking a federal court in Texas to declare that the company can exclude a shareholder proposal that deals with shareholder access. This is not surprising given the SEC’s recent “no view” position regarding Hewlett-Packard’s similar proposal. The case is Reliant Energy Inc. v. Seneca Capital LP, case number 07-376 in the U.S. District Court for the Southern District of Texas – and a copy of the complaint is in our “Shareholder Access” Practice Area. Here is a related article.
The other company with a shareholder access proposal – UnitedHealth Group – might not resort to the courts because it is reported that the company is arguing that the gist of the 2nd Circuit Court’s decision in AFSCME v. AIG doesn’t apply because UnitedHealth is incorporated in Minnesota – and shareholders in Minnesota-incorporated companies must hold at least 3% of the company’s voting power to propose bylaw amendments.
Investors Speak Out about “Quickie” Executive Compensation Rule Change
The Council of Institutional Investors has filed this comment letter with the SEC regarding the “interim final rules” adopted by the SEC just before Christmas. The Washington Post recently ran this article on the CII letter.
Note that the letter begins by chastising the SEC for adopting rules without allowing for “real” comment, something that someone might very well argue violates the Adminstrative Procedures Act. I know I have blogged about this before, but I still keep asking myself: what were the Commissioners thinking by going about rulemaking this way? I note that the SEC is on an extended losing streak in the courts…
My Ten Cents: 8 Hours is Kidnapping
Off topic, but most of us travel a lot. I couldn’t believe the tone of the American Airlines spokesperson in yesterday’s NY Times article about how stranding passengers for 8 hours on the runway wasn’t that big a deal because they had running water, even if they had run out of bottled water and food. I don’t care if they have grilled shrimp and lollipops, eight hours is way too long to be sitting on a runway without being given the option of getting off a plane!
Support the Stranded Passengers Bill of Rights! Electronically sign the petition today…