Back in January, Corp Fin posted a new CFI that prohibits shareholders from filing voluntary Notices of Exempt Solicitation on EDGAR. Under Exchange Act Rule 14a-6(g), shareholders owning more than $5 million of a company’s securities generally must file a Notice of Exempt Solicitation on EDGAR – on Form PX14A6G – when soliciting shareholders on a topic without seeking to act as a proxy.
However, in recent years, these filings have primarily been used by smaller shareholders voluntarily to publicize their views on various proposals as EDGAR doesn’t restrict their use of these filings. Corp Fin’s new CFI is designed to prohibit these voluntary submissions on EDGAR – as some had argued that these filings may be misleading when the filer doesn’t hold $5 million of securities.
These smaller shareholders continue to conduct exempt solicitations without making the voluntary submissions on EDGAR. And now the Interfaith Center on Corporate Responsibility has created this web page that lists these exempt solicitations in chronological order by annual shareholders meeting date.
At last count, there were over 120 of these solicitations listed so you may want to check and see if your company’s meeting is being targeted.
By the way, ICCR is also maintaining a list of companies it feels are excluding shareholder proposals by “behaving opportunistically”…and CII is hosting a “SEC Rule 14a-8 Correspondence” web page maintained exclusively for its members…
Authored by
Broc Romanek