What is regulation 14A?

What is regulation 14A?

Rule 14a-18 — Disclosure regarding nominating shareholders and nominees submitted for inclusion in a registrant’s proxy materials pursuant to applicable state or foreign law, or a registrant’s governing documents. Rule 14a-20 — Shareholder approval of executive compensation of TARP recipients.

What is a DEF 14A proxy?

SEC Form DEFM14A is known as the definitive proxy statement relating to a merger or acquisition. This form is required when there is to be a shareholder vote on a prospective M&A deal, providing enough relevant information to cast an informed vote.

Who files a merger proxy?

A proxy is an SEC filing (called the 14A) that is required when a public company does something that its shareholders have to vote on, such as getting acquired. For a vote on a proposed merger, the proxy is called a merger proxy (or a merger prospectus if the proceeds include acquirer stock) and is filed as a DEFM14A.

What is the purpose of proxy form?

A proxy form allows owners to appoint someone else to speak and act as their proxy holder and to vote on their behalf at general meetings. Proxy forms are sent out with each notice of meeting and can also be found below. A proxy form must be filled out correctly to be considered valid.

What are the proxy rules?

The proxy rules require the company to provide certain disclosures in a proxy statement to its shareholders, together with a proxy card in a specified format, when soliciting authority to vote the shareholders’ shares.

What is a proxy rule?

Why is it called a proxy statement?

These rules get their name from the common practice of management asking shareholders to provide them with a document called a “proxy card” granting authority to vote the shareholders’ shares at the meeting.

Who needs to approve a merger?

Mergers are transactions involving the combination of generally two or more companies into a single entity. The need for shareholder approval of a merger is governed by state law. Typically, a merger must be approved by the holders of a majority of the outstanding shares of the target company.

What is an N 14 filing?

SEC Form N-14 is a filing with the Securities and Exchange Commission (SEC) that may be used by all management investment companies and business development companies, as defined under Section 2(a)(48) of the Investment Company Act of 1940, to register certain types of transactions under the Securities Act of 1933.

  • August 19, 2022