February 15, 2012

Shareholder Proposals: Apache Wins as Chevedden Appeals KBR Decision

Last month, I blogged about Apache suing John Chevedden in the District Court for the Southern District of Texas for the second time in three years, using this a court-mandated exclusion route rather than the traditional Corp Fin no-action request one. As was the case when Apache won its case two years ago, the company contested whether John Chevedden satisfies the proof of ownership requirements imposed by the rule.

On Monday, the court entered into this final judgment in favor of Apache again – but this time around, it was based on a settlement between Apache and Chevedden. It appears that Chevedden threw in the towel early – possibly to save his resources for his appeal of last year’s District Court decision against him in his litigation with KBR regarding similar proof of ownership issues. That case is being appealed in the Court of Appeals for the Fifth Circuit. All of the Apache proceedings are posted in our “Shareholder Proposals” Practice Area.

Webcast: “The Dynamics of Disclosure Claims”

Tune in tomorrow for the webcast – “The Dynamics of Disclosure Claims” – to hear Kevin Miller of Alston & Bird, Blake Rohrbacher of Richards Layton and Steven Haas of Hunton & Williams discuss how the dynamics of disclosure claims – including the procedural posture and risk/reward analysis of a potential appeal by defendants – are causing outside counsel to transaction participants to recommend increasingly detailed disclosure of such information in merger proxies and notices of appraisal rights. Please print off these course materials in advance.

Yes, we are holding webcasts on consecutive days – today’s program is “Transaction Insurance as a M&A Strategic Tool“…

More on “The Mentor Blog”

We continue to post new items daily on our blog – “The Mentor Blog” – for members. Members can sign up to get that blog pushed out to them via email whenever there is a new entry by simply inputting their email address on the left side of that blog. Here are some of the latest entries:

– NACD’s New Blue Ribbon Commission Report on Lead Directors
– Corp Fin Allows Exclusion of GE Auditor Rotation Proposal
– SEC Republishes Revised FINRA Proposal to Require the Filing of Private Placements
– Sentencing Commission Acts on Dodd-Frank
– Q&A with Governance Expert Bob Monks

– Broc Romanek