United States Second Circuit

Denial of application for declaratory and injunctive relief against the enforcement of Exchange Act Rule 14a-8(i)(8) is reversed as a shareholder proposal that seeks to amend the corporate bylaws to establish a procedure by which shareholder-nominated candidates may be included on the corporate ballot does not relate to an election within the meaning of the Rule and therefore cannot be excluded from corporate proxy materials under that regulation.

Appellate Information

• Decided 09/05/2006
• Published 09/06/2006

Judges

• WESLEY, Circuit Judge:, Before: OAKES, CALABRESI, and WESLEY, Circuit Judges.

Court

• United States Second Circuit

Counsel

• For Appellant:
  
• Jay W. Eisenhofer (Jacqueline Bryks, Michael J. Barry, on the brief), Grant & Eisenhofer, P.A., New York, N.Y., for Plaintiff-Appellant.


• For Appellees:
  
• Lewis R. Clayton (Lewis E. Farberman, on the brief), Paul, Weiss, Rifkind, Wharton & Garrison, New York, N.Y., for Defendant-Appellee.