"The experience of this court suggests that when one stockholder fails to establish demand futility, rarely does another stockholder file a substantially similar complaint simply to try again," the chancellor wrote.
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France had been the majority stockholder in the canal corporation.
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If a fiduciary admits that he is treating an interest other than stockholder wealth as an end in itself, rather than an instrument to stockholder wealth, he is committing a breach of fiduciary duty.
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He was, after all, the leader, the biggest stockholder, the visionary.
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Bezos remains Amazon's largest stockholder, owning 16% of the ecommerce giant.
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Each of the stockholder proposals were ultimately voted down, as Facebook recommended.
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Dell Technologies Inc is the controlling stockholder for VMware and Pivotal Software.
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As Buzzfeed notes, Mark Zuckerberg controls the majority stockholder voting power and Thiel is up for re-election at Facebook's June 20 stockholder meeting:Whether or not Zuckerberg is forced to address the Thiel situation at the 11 a.m.
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ANNOUNCES SECONDARY PUBLIC OFFERING OF COMMON STOCK BY SELLING STOCKHOLDER * ATKORE INTERNATIONAL GROUP - ANNOUNCED AN OFFERING OF 6 MILLION SHARES OF COMPANY'S COMMON STOCK ON AN UNDERWRITTEN BASIS BY SELLING STOCKHOLDER Source text for Eikon: Further company coverage:
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"That would have been the stockholder-friendly thing to do," the suit said.
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Zuckerberg controls 60 percent of Facebook's stockholder vote, which helped carry the proposal.
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Musk chairs the company's board and is its largest stockholder, albeit a minority.
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We will be diluted to the same extent as any other common stockholder.
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The law "only requires that a stockholder state a proper purpose," the judge wrote.
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Voce also said that Air Methods' board still had no credible plan to create stockholder value and that a meeting with the chairman late last year also did not satisfy the hedge fund's concerns about the company's plan to boost stockholder value.
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Stockholder invites you to read into the work, but never tells you what to think.
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The company's investors include Ford, GE and Microsoft, but its majority stockholder is Dell Technologies.
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I say this as an Amazon stockholder, an Amazon Prime member and a fellow parent.
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"Within the limits of their discretion, directors must make stockholder welfare their sole end," Strine wrote.
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That second-largest stockholder, the Vanguard Group, said it does not comment on specific proxy votes.
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Alphabet's shareholder meeting last week resulted in a predictable outcome: All stockholder proposals were voted down.
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The downdraft in stocks — about 11.5% — has wiped out an astounding $3.4 trillion in stockholder wealth.
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Alford's nomination will be voted on at the company's upcoming annual stockholder meeting on May 30.
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BlackRock is a top-10 Tesla stockholder, according to Thomson Reuters data based on public filings.
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Weinstein argued as a stockholder and principal of the company, he is authorized to obtain such information.
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Tesla's Model 3 production is likely its biggest issue in terms of analyst, stockholder and stakeholder pressure.
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I am not so sure that they are going to generate great stockholder returns in the process.
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Broadcom said its latest offer was "best and final" and that it had strong Qualcomm stockholder support.
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The company currently faces 43 consumer class action lawsuits and several stockholder class actions related to the incidents.
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The case is Good Technology Corporation Stockholder Litigation, Court of Chancery, State of Delaware C.A. No. 11580-VCL.
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Heirs are typically shielded from taxes on undistributed corporate profits earned before the death of the previous stockholder.
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The deal is expected to close at some point next year, pending the standard regulatory and stockholder approval.
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As for this deal, the Opower board has approved it and it awaits standard regulatory and stockholder approvals.
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" Some see this as a major hurdle for boards to expand the definition of what constitutes "stockholder welfare.
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Collins serves in an uncompensated role as a board member of Innate and is the company's largest stockholder.
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The stockholder suit was filed against Tesla in a Chancery Court of Delaware more than three years ago.
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The move would save taxpayers money and enhance the stockholder value of Amazon all in one fell swoop.
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"We believe adding a large stockholder, as well as another stockholder supported voice with financial expertise, will give stockholders a greater say in the future of the Company; something that is greatly needed," Wolf and Permit partner John Broderick, wrote in a letter to shareholders, that was seen by Reuters.
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"We believe adding a large stockholder, as well as another stockholder supported voice with financial expertise, will give stockholders a greater say in the future of the Company; something that is greatly needed," Wolf and Permit partner John Broderick, wrote in a letter to shareholders, that was seen by Reuters.
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Dish and EchoStar are inherently tied together — Charlie Ergen is the co-founder and a major stockholder of each.
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Stockholder anxiety, or perhaps prolonged media focus on Khashoggi's death, could lead some to follow Branson's lead, he says.
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Weinstein claims that as a principal of the company and a stockholder, he is allowed access to such information.
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The company said it will sell 7,441,860 shares while parent company and selling stockholder TMK will sell 15,813,953 shares.
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The company recommended approving the six proposals The remaining two are stockholder proposals, both of which Tesla is against.
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At Amazon, the largest stockholder other than Bezos — who retains 16.2% of the company he founded — only holds 6.2%.
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The bank's biggest stockholder, Warren Buffett, through Berkshire Hathaway, has expressed confidence in Wells and has not sold shares.
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The group of executives also suggested that Affymetrix delay its March 24 stockholder meeting to explore the new offer.
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Frank was fresh off of a big 2016 win at the 7th Circuit in In re Walgreen Stockholder Litigation.
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So it's no surprise that on Thursday, all the stockholder proposals failed, including those related to the shareholder structure.
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"We believe Tesla has a unique opportunity to continue delivering stockholder value," said the board's statement at that time.
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"We are committed to taking sound, aggressive action to deliver enhanced performance and long-term stockholder value," he added.
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Mr. Painter said he was still the largest stockholder, but is no longer employed in any way by TrueCar.
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We are registering these Tesla shares pursuant to registration rights granted to the selling stockholder in connection with the acquisition.
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It is "conceivable that Musk, as a controlling stockholder, controlled the Tesla board" during the SolarCity deal, the judge said.
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They just pass the tax on in terms of lower wages and benefits, higher consumer prices, and less stockholder value.
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HNA Tourism Group, Hilton's biggest stockholder with a 26 percent stake, owned about 82.5 million shares as of April 5.
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A Twitter spokeswoman declined to comment on the figures and said the online format was aimed at boosting stockholder participation.
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He wanted to model the city on his business, but stockholder responsibility and civic responsibility are not the same thing.
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"The stockholder franchise is the ideological underpinning upon which the legitimacy of directorial power rests," Starboard wrote in its lawsuit.
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Pivotal Software — which counts Dell as its majority stockholder — revealed a prospectus on Friday with its plans to go public.
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It also said Qualcomm has refused to confirm that it will hold its previously scheduled stockholder vote on March 6.
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A good place to go for those is a 2013 Harvard Law Review paper, Stockholder Adoption of Mandatory Individual Arbitration for Stockholder Disputes, in which Harvard professor Hal Scott and Cleary Gottlieb Steen & Hamilton partner Leslie Silverman argue that Supreme Court and Delaware precedent allow corporations to adopt bylaws requiring arbitration of shareholder disputes.
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"Our two co-founders have control over all stockholder decisions," Snap wrote in a key IPO document called the S-2011.
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That's because, as Facebook's power structure is currently laid out, it's Zuckerberg himself who holds ultimate authority on all stockholder votes.
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This person also said the group will be pushing out more data proving how the tax could hurt the average stockholder.
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He founded the company in 1994, and today he's the CEO and largest stockholder, with a 212% stake in the company.
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"Throughout this process, we have been focused on maximizing stockholder value now and in the future," Bruce Duncan, Starwood's chairman, said.
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"The company believes that this management proposal is an effective means to obtain stockholder viewpoints and engage with stockholders," it said.
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According to the stockholder suit, Ailes was abetted by "the direct involvement of Shine," who scheduled the encounters as work meetings.
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Bank capital requirements – the rules that determine how much stockholder capital a bank must have – also cry out for extensive simplification.
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In addition a stockholder proposal calling for the company to adopt a human rights policy was not approved, the company said.
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As a result of the reverse stock split, the total number of shares of common stock held by each stockholder will be converted automatically into the number of whole shares of common stock equal to the number of shares of common stock held by such stockholder immediately prior to the reverse stock split, divided by 20.
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But if you're not a stockholder, and not a bondholder, maybe don't worry so much about headlines screaming about Tesla's financial unviability.
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Co : * Issues statement in response to a letter published by Carol Farmer Waite Stockholder group Source text for Eikon: Further company coverage:
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What Benchmark wants: An invalidation of the June 2016 stockholder vote and related actions, which would effectively eliminate the three board seats.
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But Trump has had an uncanny obsession with Apple going back to his earliest days on Twitter (weirdly, he's also a stockholder).
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Facebook opposed the idea at its annual meeting held last week, saying its lead independent director already can represent all stockholder interests.
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Say Bezos has 260,000 shares, and he has to maintain 800 shares in order to be the highest stockholder in the company.
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She had been a minority stockholder in the New York Giants, and had even tried to block their move to San Francisco.
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Nelson's brother David was the bank's president, chief executive or chairman from 21964 to 21965 and, at times, the largest individual stockholder.
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The case is Good Technology Corporation Stockholder Litigation, Court of Chancery, State of Delaware C.A. No. 11580-VCL Reporting by Andrew Hay
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Icahn has been padding his pockets on corporate raids, stockholder suits and self-aggrandizing schemes since he started in business in 1961.
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"(OneMain) recently completed an evaluation of certain alternatives to maximize stockholder value, including a sale of its business," the company's results filing said.
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The argument goes that big tech companies have locked up our data and minds inside stockholder-serving platforms that crush competition and privacy.
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"The combined company will be positioned to deliver more advanced semiconductor solutions for our global customers and drive enhanced stockholder value," he added.
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The instructions were passed through stockholder service firms including Institutional Shareholder Services Inc, Broadridge Financial Solutions and Cede & Co. The error proved fatal.
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As previously announced on April 25, 2017, our Board of Directors is reviewing a broad range of strategic alternatives to enhance stockholder value.
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The Murdoch family will receive more than two billion dollars in the deal, and will become a major stockholder in the combined company.
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" In a widely-cited 2015 paper, Strine added: "Other interests may be taken into consideration only as a means of promoting stockholder welfare.
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The Qualcomm Board of Directors remains ready to engage with Broadcom on these issues both before and after the March 6 stockholder meeting.
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HP says Weisler will be a director on the company's board until the next annual stockholder meeting, which should be in April 2020.
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"DIRECTV is not the seller, the acquired entity, or a major stockholder of the acquirer," lawyers for the company said in a filing.
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The current rules require a stockholder to own at least $2,000 worth of shares for one year in order to submit a proposal.
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The lawsuit accused her ex-husband of breaching a 2010 stockholder agreement by engineering her ouster from the company's board the previous April.
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More recently, however, the company did seem to be winning back customer and stockholder confidence (the free guac days and new CEO probably helped).
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Jessica Stockholder: The Guests All Crowded Into the Dining Room continues at Mitchell-Innes & Nash (534 West 26th Street, Chelsea, Manhattan) through October 1.
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"I can say that, as a Berkshire Hathaway stockholder, I have never since thought of selling any shares," Cialdini writes in the L.A. Times.
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They want to entice domestic and foreign companies to invest in the United States, which should, in turn, produce more jobs and stockholder returns.
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They want to entice domestic and foreign companies to invest in the United States, which should, in turn, produce more jobs and stockholder returns.
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Plaintiffs' lawyers deserved no fee for obtaining immaterial disclosures, he said, citing the 7th Circuit's 2016 decision in In re Walgreen Co. Stockholder Litigation.
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" Another stockholder proposal calls for Facebook to eliminate its Class B shares, paving the way for shareholders to limit Zuckerberg's power and "hold management accountable.
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That may require a sale to a company (maybe Google) that can remove all the stockholder pressure and, if so, I'm on board with that.
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Dell is the majority stockholder of both Pivotal and VMware, and both VMware and DellEMC contributed assets to Pivotal when it was formed in 2013.
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I feel somewhat sorry for these big company CEOs, because they get bullied by people, maybe in New York, who come to their stockholder meetings.
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William Anderson, a stockholder and ardent believer in Koyle, already got his shelter and most of his supplies ready and in place several years ago.
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A stockholder proposal called for Facebook to prepare a report by December 2017 around the company's policies and goals to reduce the gender pay gap.
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After joining Kidder Peabody and Company as a sales trainee, Robertson became a Vice President and stockholder in 1966 and later was made a Director.
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Business investment as a stockholder expands opportunities to join other stakeholders in the quest for profitability and returns, as well as to share the risks.
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Even then, it is hard to see a Delaware judge looking past the actions of the majority stockholder to see the rationale for its decision.
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The suit was filed in District Court in Clark County, Nevada on behalf of the Norfolk County Retirement System, a current stockholder of Wynn Resorts.
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Ally said it had concluded that stockholder value would not be enhanced by the creation of a committee to explore strategic alternatives, including a possible sale.
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"We believe there are future opportunities to accelerate Pandora's growth and further increase stockholder value," Sirius XM Chief Executive Officer Jim Meyer said in a statement.
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He believes, however, that they will "progressively understand" that it's not necessary to "sweat every quarter" and can depend on earnings growth as an Apple stockholder.
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Ahead of Tesla's annual shareholder meeting in June, stockholder Jing Zhao has submitted a proposal to replace the board's chairman, Elon Musk, with an independent director.
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The viewer must ascend the stairs to view the unframed drawings Stockholder has affixed high on the gallery wall, which she has painted orange and magenta.
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Aside from financial crisis deals borne by unique circumstances, being neither a sole strategic acquirer or a passive stockholder isn't the way Buffett has worked historically.
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CEOs "must make stockholder welfare their sole end," as the top judge on Delaware's Supreme Court explained the rule, in a 2015 treatise on corporation law.
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She also manages to get rich quick because, as a stockholder in oil and gas companies, she deregulates those industries and their stock prices theoretically skyrocket.
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That request was in connection with the New York county district attorney's subpoena as well as a request from a law firm representing a CBS stockholder.
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"We appreciate the views of all our stockholders and we value constructive input toward the common goal of enhancing stockholder value," an Akamai spokesman told Reuters.
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Higher prices also offer leverage across Latin America and on U.S. energy through CITGO, which is owned by Venezuela and where Rosneft is a large stockholder.
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Avis approved a one-year stockholder rights plan, also known as a poison pill, in January to prevent SRS from obtaining control without paying a premium.
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She is a major stockholder in and spokesperson for Weight Watchers, which according to the company, has seen an increase in membership thanks to Winfrey's endorsement.
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Stockholder Gene Samit is leading the lawsuit and indicated he seeks to turn it into a class-action lawsuit for misleading investors about Moonves's alleged misconduct.
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She was the largest individual stockholder in the Loews Corporation, the holding company for the family's subsidiaries in insurance, offshore drilling, natural gas transportation and hotels.
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The use of unorthodox pedestals is not particularly radical: It goes back to Brancusi and up through artists like Jessica Stockholder, Isa Genzken and Rachel Harrison.
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Midland, Michigan-based Dow Chemical says the proposed deal is likely to close in the second half of 2016, subject to customary regulatory clearances and stockholder approval.
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"Our two co-founders have control over all stockholder decisions because they control a substantial majority of our voting stock," Snap said in its S-1 filing.
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Advertise on Hyperallergic with Nectar Ads Jessica Stockholder lives in a contingent domain, which means it is very much like the one where most of us live.
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But she later rejoined the board of directors, and was still involved as an executive, major stockholder and board member when the company was sold to Sequential.
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Avis last month approved a one-year stockholder rights plan, also known as a poison pill, to prevent SRS Investment from obtaining control without paying a premium.
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But SoftBank will not actually will not hold a majority of voting rights at any stockholder or board of directors meeting, thanks to WeWork's convoluted ownership structure.
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The CBS board and management "have simply become uncomfortable with the reality that CBS has a controlling stockholder," Ms. Redstone asserted in a response to the suit.
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That's particularly relevant in Delaware, where, as Chief Justice Leo Strine explained in a 2015 paper, The Dangers of Denial, corporate law is resolutely focused on stockholder welfare.
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"A large stockholder would normally be a good director as he or she would have all stockholders' interests in mind when making decisions," Dubow says in an email.
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Redstone remains keenly interested in the business of Viacom, and as its controlling stockholder, and as a director, he is currently considering his next steps,'' the letter stated.
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Separately, the company announced at $2 billion stock buyback program of Class A and B shares, plus the execution of a stockholder agreement with the Murdoch Family Trust.
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Multiple proposals that would have put a check on the 35-year-old executive's influence at Facebook were voted down at the company's annual stockholder meeting on Thursday.
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"We have repeatedly attempted to engage with Qualcomm, and despite stockholder and customer support for the transaction, Qualcomm has ignored those opportunities," Mr. Tan said in a statement.
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These equity awards will be granted without stockholder approval as inducements material to Mr. Stanton entering into employment with AMAG in accordance with NASDAQ Listing Rule 5635(c)(4).
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RECEIVES STOCKHOLDER APPROVAL TO COMPLETE PENDING MERGER * JACKSONVILLE BANCORP INC - EXPECT TO CLOSE MERGER WITH CNB BANK SHARES, INC ON MAY 31 Source text for Eikon: Further company coverage:
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Always open mail from financial institutions and respond to stockholder proxies and queries about account balances to make sure your account does not close for a lack of activity.
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"We believe the board of directors at Tesla must be restructured in order to insure that stockholder interests are protected during this proposed acquisition and going forward," Waizenegger wrote.
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As a former employee and current stockholder of Carrier's parent company, United Technologies, I was deeply dismayed to watch this announcement on a video made by a plant employee.
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"It is true that the business judgment rule provides directors with wide discretion, and that it enables directors to justify by reference to long run stockholder interests a number of decisions that may in fact be motivated more by a concern for a charity the CEO cares about, or the community in which the corporate headquarters is located, or once in a while, even the company's ordinary workers, than long run stockholder wealth," Strine wrote.
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Schnatter, who owns about 30 percent of the company's share, would resign from the board, if the independent director is appointed before the 2019 annual stockholder meeting, Papa John's said.
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The restaurant chain agreed to remove a provision of a poison pill, a stockholder rights plan that can dilute shares, preventing Schnatter from speaking with other shareholders about the company.
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Schnatter, who owns about 30 percent of the company's shares, would resign from the board if the independent director is appointed before the 2019 annual stockholder meeting, Papa John's said.
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The company said that its own proposal provided "a more effective method to commence further engagement on the topic of special meetings, rather than a vote on the stockholder proposal".
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Mr. Musk — who helped found SolarCity and is its largest stockholder — is under pressure to prove that Tesla can be a profitable foundation for the success of the combined companies.
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SQN, one of the biggest shareholders in Yelp with a more than 4 percent stake, said investors "must seize opportunity" to refresh board with three new directors, including stockholder representation.
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"In making these grants, the Compensation Committee considered the anticipated long-term stockholder value resulting from these agreements with one of the Company's key customers," Qualcomm said in the SEC filing.
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Schnatter, who owns about 30 percent of the company's shares, had agreed to leave the company's board if an independent director was appointed before the annual stockholder meeting slated for May.
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Major Herbalife shareholder Bill Stiritz told CNBC on Friday he still holds shares of the nutrition product company, and he has a lot of confidence in Carl Icahn, another major stockholder.
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Investors also were skittish about the impending end Thursday of a six-month ban on share sales by any stockholder who owns more than 5% of a company, according to Zhang.
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Deutsche Bahn, technically organized as a private corporation but with a single stockholder — the German government — owns the Arriva bus network in metropolitan London and nationwide, along with six train lines.
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Before getting into which proposals failed, it's worth looking at why they failed in the first place: Facebook's shareholder structure, which basically gives Zuckerberg the final say in all stockholder votes.
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Snap's co-founders, CEO Evan Spiegel and chief technology officer Bobby Murphy, control "all stockholder decisions," according to regulatory filings, while shares listed on the stock exchange are non-voting stock.
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Snap's co-founders, CEO Evan Spiegel and chief technology officer Bobby Murphy control "all stockholder decisions," according to regulatory filings, while shares listed on the stock exchange are non-voting stock.
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" In conjunction with the workforce announcement, Rent-A-Center reiterated that its board is continuing to look at "strategic alternatives to maximize stockholder value, including evaluating a sale of the company.
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Facebook (FB) investors voted on eight stockholder proposals presented at the company's annual shareholder meeting on Thursday, including multiple recommendations to put checks on Zuckerberg's ironclad grip on the company he founded.
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Williams, based in Tulsa, Oklahoma, said in a statement it was committed to the nearly $14 billion deal and hoped to hold a stockholder vote to close it as soon as possible.
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Schnatter, who owns about 30 percent of the company's shares, would resign from the board if the independent director is appointed before the annual stockholder meeting slated in May, Papa John's said.
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Schnatter, who owns about 30 percent of the company's shares, would resign from the board if the independent director is appointed before the annual stockholder meeting slated for May, Papa John's said.
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The company said in a release it aims to drive growth, improve profitability and deliver enhanced stockholder value into 210 through a plan focusing on better pricing and an improved digital presence.
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The Hill reported in June that Collins has boasted to other lawmakers about how much money he's made by tipping them off to the company in which he is the largest stockholder.
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CBS and Moonves were sued by one the network's stockholders last month over the drop in the company's share price, with the stockholder indicating the network misled investors about Moonves's alleged misconduct.
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Additional contractual rights and reduced restrictions may significantly improve the desirability of common stock and perhaps place the holder in a better position than it would have been as a preferred stockholder.
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"We appreciate the views of all of our stockholders and we value constructive input toward the shared goal of enhancing stockholder value," a Deckers representative told Reuters in response to the letter.
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Private-equity firm American Securities LLC, the controlling stockholder of Metaldyne, will own 23 percent of the new company and appoint three of its directors, expanding the size of the board to 11.
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Kraft said it plans to nominate Alexandre Van Damme, a board member of Anheuser-Busch Inbev and Restaurant Brands International, to stand for election to Buffett's place in its 2018 annual stockholder meeting.
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CIBC had increased its offer twice to try to win the support of PrivateBancorp shareholders after an earlier stockholder vote was postponed in December after some investors said they would reject the deal.
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"They are setting themselves up to have quite a large group of stockholders who would of course, like any other stockholder, have the right to bring forward a shareholder proposal," Ms. Russell said.
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A Whole Foods Market stockholder is reported to have met with activist funds to plan a push for changes or a possible sale, according to Bloomberg, after holder lost patience with the company's direction.
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ANNOUNCES IT WILL SEEK STOCKHOLDER APPROVAL TO REDUCE ITS ASSET COVERAGE REQUIREMENT TO 150% AND GSAM TO REDUCE BASE MANAGEMENT FEE FROM 1.5% TO 1.0%, IF APPROVED Source text for Eikon: Further company coverage:
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"Specifically, the board believed that the consortium's proposed $108 million CFIUS reverse termination fee would not adequately justify risking the company stockholder premium present in the ON Semiconductor transaction," Fairchild said in its filing.
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As Facebook's primary stockholder, CEO Mark Zuckerberg stands to profit handsomely from the stock-price jump: The value of his Facebook stake increased by more than $1 billion in 30 minutes following the news.
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" In its most recent quarterly report, Tesla maintained this risk statement: "We are highly dependent on the services of Elon Musk, our Chief Executive Officer, Chairman of our Board of Directors and largest stockholder.
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"The judge today found that the allegations in our lawsuit 'are sufficient to state a colorable claim for breach of fiduciary duty against Ms. Redstone and NAI as CBS's controlling stockholder,'" the statement said.
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Schnatter, who holds a roughly 31 percent stake in the company, would resign from the board if the independent director is appointed before the 2019 annual stockholder meeting, slated for April, Papa John's said.
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The proposed dividend would not dilute the economic interests of any CBS stockholder, but would help the company to operate as an independent, non-controlled company and fully evaluate strategic alternatives, CBS has said.
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"Supervalu is... prepared to consider other alternatives to improve stockholder value, and in this regard is also evaluating a possible sale of Save-A-Lot," the company said in a statement late on Tuesday.
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Its proposed dividend would not dilute the economic interests of any CBS stockholder, but would help the company to operate as an independent, non-controlled company and fully evaluate strategic alternatives, the company said.
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In light of Elon Musk's SEC disclosure obligations in his individual capacity as a stockholder of SolarCity this proposal will be publicly disclosed, but Tesla's intention is to proceed only on a friendly basis.
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The strongly worded statements sign off by calling on investors to basically support one side or the other, which as we approach the stockholder meeting, is going to actually determine what's going to happen here.
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"Companies are more willing to discuss, more willing to listen, and it de-escalates the situation," Jason Day, a partner at the law firm Perkins Coie who advises public companies on stockholder activism, tells Axios.
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Some of the strategic alternatives for TerraForm Global and TerraForm Power may require stockholder approval, while some may require approval of the U.S. Bankruptcy Court for the Southern District of New York, the companies said.
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AND IN THIS CASE, AGAIN, THE COMPANY IS RUN BY EXECUTIVES WHO HAVE DONE WELL, GOOD HONEST PEOPLE, OWN A BIG STAKE OF THE COMPANY THEMSELVES AND WE THINK ARE INCENTED TO BUILD STOCKHOLDER VALUE.
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PARIS (Reuters) - Total has agreed to buy up to 50.8 million shares in Clean Energy Corp for $83.4 million, becoming its largest stockholder with a 25 percent stake, the French energy company announced on Thursday.
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This argument becomes more morally complicated when it comes to drug companies, however, because the public hopes those companies are making investments that don't just increase stockholder value, but reduce the price of their medicines.
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It also said, "21st Century Fox has not yet made a determination, in light of Comcast's proposal, as to whether it will postpone or adjourn" its July 10 stockholder meeting to discuss the Disney acquisition.
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The judge cited a 2016 ruling, In re Walgreen Co Stockholder Litigation, in which the 7th U.S. Circuit Court of Appeals struck down a class action settlement that provided shareholders only with additional proxy disclosures.
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In a regulatory filing, Icahn said he planned to oust and replace four Occidental directors and change the company's charter through a stockholder consent solicitation to prevent it from ever engineering a similar takeover again.
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Stockholder Litigation — are using the analysis as part of their case to illustrate the web of conflict and to show that Musk was desperate to save all three companies when SolarCity's growth slowed and debts mounted.
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RECEIVE STOCKHOLDER AND REGULATORY APPROVALS FOR MERGER * CAROLINA FINANCIAL - CLOSING OF MERGERS OF CAROLINA FINANCIAL AND FIRST SOUTH AND THEIR SUBSIDIARY BANKS ARE EXPECTED TO OCCUR ON NOV 1 Source text for Eikon: Further company coverage:
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QUOTE OF THE DAY "I can't accept myself if I'm over 200 pounds" Oprah Winfrey, a major stockholder in and spokeswoman for Weight Watchers, says while she's all for self-acceptance, even she has her limits.
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"[Twenty-First Century Fox] has also received regulatory and investigative inquiries relating to these matters and stockholder demands to inspect the books and records of the company which could lead to future litigation," the filing read.
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Her mother is an obstetrician-gynecologist at Summit Medical Group in Summit, N.J. Mr. Herr, 28, works in New York as an analyst for corporate governance and stockholder services for Bristol-Myers Squibb, the pharmaceutical company.
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It is "conceivable that Musk, as a controlling stockholder, controlled the Tesla board" during the SolarCity deal, the judge commented here The lawsuit alleged that the board breached its duties to shareholders in approving the SolarCity deal.
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"Such actions from large conglomerates will all improve the stockholder value, which is the goal of the stewardship code, and the movement is likely to spread widely," said Park Jung-hoon, a fund manager at HDC Asset Management.
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"The board of directors has taken this step because it believes it is in the best interests of all CBS stockholders, is necessary to protect stockholders' interests and would unlock significant stockholder value," CBS said in a statement.
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"While a 1933 Act claim may, by coincidence, share some similarities with a fiduciary duty claim, the plaintiff's status as a stockholder is irrelevant to the federal claim," wrote the law profs' counsel from Bernstein Litowitz Berger & Grossmann.
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Meanwhile, the law firm representing Firemen's Retirement System, Friedlander & Gorris, is known for winning the largest-ever US cash settlement in this Delaware court for a stockholder derivative action — $275 million, on behalf of Activision Blizzard in 2014.
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Voce, which has long advocated that Air Methods sell itself, threatened in late January to start a proxy war, months after it backed off a similar threat after Air Methods agreed to board changes and address stockholder concerns.
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AND SO YOU'VE HAD THIS MAJOR CHANGE IN THE SILENT STOCKHOLDER IN AMERICAN BUSINESS WHO HAS BEEN CONTENT WITH 21000% -- NOW THERE'S VARIOUS THINGS ABOUT FOREIGN EARNINGS AND ALL THAT, BUT 21409% OF A BASIC – OUR BASIC BUSINESSES.
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Estate tax opponents like NFIB say it is a particular problem for farmers and other small business owners because these enterprises often cannot be sold off piecemeal, the way a stockholder can sell just some shares to pay taxes.
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Given the case's complexity and the extensive documentation assembled by both sides, we do not envy the task facing Judge Ostrager, either in deciding the merits or in assessing stockholder damages down the road, should it come to that.
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Proponents for one share, one vote, however, make the case that some wildly successful tech companies — Apple, Microsoft, and, most notably, Amazon — have managed to invest in their futures while giving every stockholder a fair share of voting rights.
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"We are pleased to have reached this agreement with Westlake, which provides our stockholders with immediate recognition of the long-term value of our company, underscoring our Board's commitment to maximizing stockholder value," Axiall CEO Timothy Mann said in a statement.
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"It is important to add new directors to Occidental's Board of Directors to oversee future extraordinary transactions like the Anadarko transaction and to ensure that they are not consummated without stockholder approval when appropriate," Icahn said in a statement https://www.sec.
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The Japanese firm first backed Grab back in 2014, and it recently pumped in $2 billion in fresh capital alongside China's Didi Chuxing — the company that bought Uber China and, by virtue of that deal, is also an Uber stockholder.
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Ally Financial, the largest U.S. auto loan company, said on Monday it would consider two board director nominees of Lion Point but concluded that creation of a committee to explore strategic alternatives, including a possible sale, would not enhance stockholder value.
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"It is important to add new directors to Occidental's Board of Directors to oversee future extraordinary transactions like the Anadarko transaction and to ensure that they are not consummated without stockholder approval when appropriate," Icahn said in a statement to shareholders.
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One of these cases, a stockholder lawsuit that Fox settled in 20093, for ninety million dollars, claimed that Ailes had "sexually harassed female employees and contributors with impunity for at least a decade" by surrounding himself "with loyalists"—including Shine.
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The wealthy Boston merchant Francis Cabot Lowell not only figured out how to churn out white sheeting more efficiently — the fabric used to make slaves' clothing — but he was also the brains behind the radical innovation of the stockholder corporation.
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A data analysis released by Ceres in early March shows that when BlackRock and Vanguard are measured on their up-or-down votes on climate change resolutions at stockholder annual meetings, they have among the worst voting records in the fund industry.
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Mr. Woodman received no further equity awards for last year, the proxy filing added, "based on 2016 performance results and the belief that as our founder and majority stockholder, Mr. Woodman's interests continue to be well aligned with those of our stockholders".
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PARIS, May 10 (Reuters) - French oil and gas major Total said on Thursday that it has agreed to buy up to 50.8 million shares of Clean Energy Corp's common stock for $83.4 million, to become its largest stockholder with a 25 percent stake.
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If there's somebody who's a major stockholder [note: Bezos owns 250-percent of Amazon, by far the largest slice of the pie, according to Forbes], you don't transfer enough to the spouse to make it so they can't be the major decision maker.
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RECEIVE STOCKHOLDER APPROVAL FOR PENDING MERGER * CB AND FIRST WEST VIRGINIA EXPECT TO COMPLETE MERGER ON OR ABOUT APRIL 30, 2018 * OVER 99% OF VOTES CAST AT EACH MEETING WERE CAST IN FAVOR OF DEAL Source text for Eikon: Further company coverage:
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The implementation of the stockholder rights plan, which aims to stop investors from amassing more than a 15 percent stake in the company, follows Schnatter's resignation as chairman in a row over his use of a racial slur in an internal conference call.
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"It is important to add new directors to Occidental's Board of Directors to oversee future extraordinary transactions like the Anadarko transaction and to ensure that they are not consummated without stockholder approval when appropriate," Icahn said in a statement to shareholders on Wednesday.
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Announces pricing of secondary offering * says secondary offering of 6.00 mln common shares priced at $29.25/shr * pricing secondary offering of 6 mln shares of company's common stock by selling stockholder at a price to public of $29.25 Source text for Eikon: Further company coverage:
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"Taking no account of the substantial market evidence, petitioners now claim that the fair value of AOL is $51.98 per share, far above the amount anyone — any strategic buyer, any financial buyer, any stockholder — was ever prepared to pay for AOL's shares," the brief said.
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" CBS rejected that view, saying in a news release after the meeting, "The board of directors has taken this step because it believes it is in the best interests of all CBS stockholders, is necessary to protect stockholders' interests and would unlock significant stockholder value.
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The move by Voce – which has long advocated that Air Methods, in which it has a stake of about 2.86 percent, sell itself – comes 10 months after it backed off a similar threat after the company agreed to board changes and address stockholder concerns.
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It takes all of the material information related to capitalization and summarizes it into a digestible format to help founders make executive-level decisions for soliciting stockholder approvals, issuing grants to new hires, raising additional rounds of financing, calculating liquidation waterfalls for a liquidity event, etc.
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Tesla estimated the 2018 compensation package was worth $2.6 billion when it received stockholder approval in March 2018, although stock analysts at the time said it could be worth up to $70 billion if the company -- which has yet to post an annual profit -- grew quickly.
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"Given our ongoing compensation practices and diversity efforts, and that we have previously shared that we have pay parity, our board of directors believes that the preparation of the report contemplated by this proposal is unnecessary and not beneficial to our stockholder," Facebook wrote in its opposing statement.
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Here, Shari has engaged in an unlawful scheme to take control of Viacom by either taking advantage of Mr. Redstone's lack of capacity or by exercising undue influence over him, and as a result has caused NAI [National Amusements] to breach its fiduciary duties as Viacom's controlling stockholder.
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"The closing of a sale transaction to Apollo would accomplish the objective of Cravath's director and officer clients — extracting them from a difficult situation without raising the ire of stockholder activists — and it would serve the interests of powerful repeat players, JP Morgan and Apollo," the complaint claimed.
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To the contrary, the court has extensive power to provide redress if Ms. Redstone takes action(s) inconsistent with the fiduciary obligations owed by a controlling stockholder — Michael de la Merced Shares of CBS declined 6 percent after CBS's request for a temporary restraining order against Ms. Redstone was denied.
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This may lead one to believe that more stock is outstanding than is technically the case and can create errors when calculating the number of shares to be granted to subsequent stockholders — or miss making the grant altogether, which can have unfortunate tax consequences for the stockholder and potential liability for the company.
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"Because of the high visibility of our company, our compensation & governance committee has authorized an 'overall security program' for Mr. Zuckerberg to address safety concerns due to specific threats to his safety arising directly as a result of his position as our founder, CEO, Chairman, and controlling stockholder," the company document reads.
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None of Qualcomm, the members of its Board of Directors, the dealer manager, the information agent or the depositary makes any recommendation as to whether any stockholder should participate or refrain from participating in the Offer or as to the price or prices at which stockholders may choose to tender their shares in the Offer.
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Here are 26: Katherine Bradford: Allison Miller; Lois Dodd; Sylvia Plimack-Mangold; Angela Dufresne; Eleanor Ray; Kyle Staver; Melissa Meyer; Steve DiBenedetto; Andrea Belag; Richard Van Buren; Marilyn Lerner; Jessica Stockholder; Greg Smith; David Reed, Gary Stephan; Martha Clippinger; Judy Ledgerwood; Mark Greenwold; Jasper Johns, Juan Usle; Martin Puryear, Bruce Conner, Joyce Robins, Diane Simpson, and Lee Krasner.
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Announces secondary public offering by selling shareholder * Air transport services group inc - one of its existing stockholders intends to offer for sale 3.8 million shares of company's common stock * Air transport services group inc - selling stockholder will receive all of net proceeds from offering; no shares are being sold by atsg in offering Source text for Eikon: Further company coverage:
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He also hammers home that it would "enhance the stockholder value of Amazon," which is already among the richest companies on the planet, rapidly getting richer, and is not going to offer any of the numerous additional services that libraries offer for free because that would cut into its gluttonous profits:At the core, Amazon has provided something better than a local library without the tax fees.
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ANNOUNCES RESULTS FOR FOURTH QUARTER 2017 * DRIL-QUIP - APPROVED TERMINATION OF STOCKHOLDER RIGHTS PLAN BY AMENDING ASSOCIATED RIGHTS AGREEMENT TO ACCELERATE EXPIRATION DATE TO ON FEB 26 * Q4 EARNINGS PER SHARE VIEW $0.02, REVENUE VIEW $99.8 MILLION — THOMSON REUTERS I/B/E/S * DRIL-QUIP - EXPECT REVENUE TO AVERAGE BETWEEN $90 MILLION AND $100 MILLION PER QUARTER THROUGH FIRST THREE QUARTERS OF 2018 Source text for Eikon: Further company coverage:
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" For the record: A Kinder Morgan spokesman confirmed the votes and relayed a comment the company's executive chairman, Rich Kinder, made at the meeting: "With regard to the two stockholder proposals that passed today: as you are probably aware, these proposals are non-binding; however, the Board will carefully consider the proposals and the information contained in the supporting statements in determining what actions to take with respect to them.
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"There is something about owning an art object that enables a different kind of access," the sculptor and installation artist Jessica Stockholder tells me, referring to the Bernard Frize painting, "Suite à Onze No. 2," she's had in her living room for the last 10 years: a mesmerizing white canvas with a single line coiling in and around itself and changing hues at regular intervals, creating an illusion of depth.
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To act as its strategic financial advisor for review process * Nivalis Therapeutics - intends to complete its ongoing SNO-7 trial of cavosonstat in patients with cf who are currently taking kalydeco (ivacaftor) * Nivalis Therapeutics - to explore and review a range of strategic alternatives to maximize stockholder value from clinical assets and cash resources * Nivalis Therapeutics - potential strategic alternatives that may be explored include acquisition, merger, business combination other strategic deals * Nivalis Therapeutics Inc - ongoing SNO-7 trial of cavosonstat in patients with cf is expected to be completed in Q1 of 2017 Source text for Eikon: Further company coverage:
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Announces declaration of $1.00 per share special cash dividend; conclusion of board's review of strategic alternatives * Stratus properties inc - board decided to allow stratus' stockholder rights plan to expire in accordance with its terms on march 9, 2017 * Stratus properties- co, financial advisor engaged in meetings, discussions and negotiations with participants, 10 of whom submitted indications of interest * Stratus properties - none of participants sustained an indication of interest in acquiring entire co at price per share at or above stratus' recent trading prices * Stratus properties inc - board determined that indications of interest would not at this time provide adequate value to stockholders Source text for Eikon: Further company coverage:
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