9 Jul 2009

SEC Proposed Amendments – Proxy Disclosure, Solicitation Enhancements and NYSE Rule 452

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At an open meeting of the U. S. Securities and Exchange Commission (the “Commission”) held on July 1, 2009, the Commission voted (5-0) to propose amendments to the Commission’s rules relating to proxy disclosures about executive compensation, director and nominee qualifications, board leadership structure and the risk management role of the board. The Commission also voted (5-0) to provide more timely disclosure of annual meeting voting results by adding a new disclosure item to Form 8-K. In addition, the Commission voted (3-2) to adopt changes to New York Stock Exchange Rule 452 to eliminate election of directors as a “routine” proposal and thereby eliminate broker discretionary voting for the election of directors.

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