By Sanjay Anand
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Additional resources for Essentials of corporate governance
Submit the list of director nominees to the shareholders at the annual shareholder meeting. Proposal Submission and Voting Throughout the fiscal year, shareholders are able to submit proposals to help direct the corporation in the direction that they deem fit. These 33 Chapter 3: Shareholders proposals, as well as those put forward by the board, are voted on by the body of shareholders. Several protocols are consistently required for shareholder proposals. Without adherence to these protocols, the proposals will not be considered by the board.
S. Securities and Exchange Commission requires the filing of Form 8-K in circumstances when material changes occur within the corporation and its operations. For these purposes, a material change is anything that does or may create a significant impact on the company’s financial situation. Although this requirement is not new to the corporate world, the enactment of the SarbanesOxley (SOX) Act did increase the situations in which submission is required through SOX Section 409. A complete list of specified situations in which corporations must inform shareholders and the SEC follows.
Determine if the incumbent director is suitable for reelection in terms of history, current circumstances, and the circumstances of the board and corporation. Begin the search for new director nominees, requesting nominations from shareholders, executive members, and other members of the board. Screen potential nominees and create a short list. Establish a recruitment strategy for potential nominees and create a finalized list of eligible and willing candidates. Communicate the identities and profiles of nominees to shareholders before the annual shareholder meeting.