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Although the corporate law makes it clear that management of the corporation is the prerogative of the board of directors, shareholders have the right to vote for directors and for other matters that may come before the shareholders at annual or special meetings. As a result, access to the ballot is an extremely important issue, as are the conditions upon which the board may be required to permit shareholders to take up questions related to governance of the corporation. Access to the proxy is governed both by state corporate law as well as the Federal securities laws.
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Original Creator: Brian JM Quinn
Bylaw amendment, director voting reimbursement, 141(a) and shareholder proposal.
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