This is from a year ago and I'd need to dig further for any changes, stays etc.

http://www.cravath.com/files/Uploads/Documents/Publications/3235503_1.pdf

"milestone" gave this link:

http://dealbook.nytimes.com/2011/07/27/proxy-access-in-limbo-after-court-rules-against-it/

It's a good article but says the SEC's rules allowing shareholders to put nominees on the Proxy are not valid.

The question now is whether the SEC will appeal to a higher court. If, on appeal, the rule succeeds, then changing PTSC status to "non-accelerated" invokes a clause in the rules that I think buys PTSC a 3-year window to comply - otherwise it is effective immediately.

That still leaves the question: What if one or more BOD members fails to be elected under the new "Majority" by-law change approved at the last SHM? Do the remaining BOD member(s) just nominate a new member without vote? What if all 3 are voted off?

All legal stuff, way beyond me, but I'd bet people in Roswell are well-versed.