In the context of numerous rejected stockholder director nomination submissions and a growing litigation history, Morrison & Foerster’s “Advance Notice Bylaws and the Increasing Number of Stockholder Director Nominations That Are Rejected by the Target Companies” provides good guidance to companies on advance notice bylaws, including the timing of adoption or amendment and content of the bylaw provisions, as well as the standards of conduct expected of boards in evaluating and responding to a stockholder nomination submitted pursuant to the bylaws.
Access additional resources on our Bylaws page.
This post first appeared in the weekly Society Alert!