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42Proxy Access Bylaw/Charter Key ProvisionsCORE PROVISIONS Ownership Threshold 3% 5% Holding Period One year Two Years Three Years Percent of Board That May be Elected 20% 25% The greatest of 1 director
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No proxy access nominees are needed by individuals or groups who do not want to give anyone else the authority to act on their behalf in any decision-making processes. These individuals or groups prefer to have direct control over matters and do not wish to delegate their decision-making powers through proxy access.
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No proxy access nominees refer to candidates for company board positions who are not nominated through the proxy access provision, meaning they were not nominated through shareholder proposals or similar processes.
Companies that do not provide proxy access to shareholders are required to file no proxy access nominees when a shareholder or group of shareholders nominates individuals for election to the board.
To fill out no proxy access nominees, companies typically need to complete a designated form that includes information about the nominees, such as their qualifications and background, and submit it in accordance with regulatory guidelines.
The purpose of no proxy access nominees is to provide a mechanism for shareholders to nominate candidates for the board of directors, especially when a company does not have rules allowing shareholders to submit their nominees through the company's proxy materials.
The information that must be reported on no proxy access nominees typically includes the name, age, qualifications, and background of the nominees, as well as any relationships with the company and any other disclosures required by regulatory bodies.
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