Page 106 - Initial Public Offering - An Introduction to IPO on Wall Street
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Nomination of Directors Independent managers must 5605(e)
pick candidates for directors
or approve them.
Code of Conduct A code of conduct relevant to 5610
all directors, officers, and
staff must be implemented by
the organization.
Annual Meetings The corporation is expected 5620 (a)
to organize a shareholders'
annual meeting not later than
a year after the conclusion of
its fiscal year.
Solicitation of Proxies For all shareholder meetings, 5620 (b)
the organization is expected
to request proxies.
Quorum For any session of the 5620 (c)
holders for its common stock,
the organization shall provide
for a quorum of not fewer
than 33 1/3 percent of the
remaining shares of its voting
stock.
Conflict of Interest For the possible conflict of 5630
interest cases, the
organization must perform
adequate analysis and
monitoring of all related
party transactions.
Shareholder Approval The organization is expected 5635
to get shareholder
authorization for certain
securities issuances,
including the following:
Buyouts where the
issue is equivalent to
20% or more of the
remaining pre-
transaction securities
or 5% or more of the
remaining pre-
transaction securities
where the relevant
party has a 5% or
bigger stake in the
acquisition target.
Issuances that lead to
a power shift.
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