What is Proxy Solicitation? A Comprehensive Legal Overview

Definition & Meaning

Proxy solicitation is the process by which a corporate shareholder requests another individual to vote on their behalf at a corporate meeting. This request is typically formalized through a document known as a proxy statement, which outlines the matters to be voted on and provides necessary information for the voting process.

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Real-world examples

Here are a couple of examples of abatement:

Example 1: A shareholder who is unable to attend a company's annual meeting may send a proxy solicitation to a trusted colleague, allowing them to vote on key issues such as board elections or mergers.

Example 2: A shareholder might receive a proxy statement in the mail, detailing upcoming votes and requesting their authorization for another party to vote on their behalf during the meeting. (hypothetical example)

State-by-state differences

State Proxy Solicitation Rules
California Requires detailed disclosures in proxy statements.
Delaware Has specific rules regarding the timing and format of proxy solicitations.
New York Mandates that proxy statements be filed with the state before solicitation.

This is not a complete list. State laws vary, and users should consult local rules for specific guidance.

Comparison with related terms

Term Definition Difference
Proxy Statement A document that provides information to shareholders about matters to be voted on. A proxy statement accompanies a proxy solicitation but is not the same as the solicitation itself.
Voting Trust A legal arrangement where shareholders transfer their shares to a trustee for voting purposes. A voting trust is a more permanent arrangement compared to a proxy solicitation, which is typically temporary.

What to do if this term applies to you

If you are a shareholder unable to attend a corporate meeting, consider issuing a proxy solicitation to ensure your vote is counted. You can find templates for proxy statements and solicitations on US Legal Forms to streamline the process. If the situation is complex or involves significant decisions, consulting a legal professional may be advisable.

Quick facts

  • Proxy solicitation allows shareholders to vote without attending meetings.
  • Proxy statements must accompany solicitations.
  • Rules vary by state regarding disclosures and timing.

Key takeaways

Frequently asked questions

A proxy statement is a document that provides shareholders with information about the matters to be voted on during a corporate meeting.