Shareholder proposals due no later than August 1st
posted on
Jul 13, 2014 07:05PM
A reminder that PTSC shareholder proposals must be received by PTSC no later than August 1st. I believe SEC rules allow only one proposal per shareholder.
Please also see the links at the foot of this post.
Per the PTSC 2013 10K:
Pursuant to Rule 14a-8 under the Exchange Act, stockholders may present proper proposals for inclusion in our proxy statement for presentation at our next annual meeting of stockholders. To be eligible for inclusion in our fiscal 2014 proxy statement, your proposal must be received by us in writing no later than August 1, 2014 and must otherwise comply with Rule 14a-8. Proposals received by us after such date will be considered untimely. Stockholder proposals should be directed to the attention of the Corporate Secretary, addressed as follows: Patriot Scientific Corporation, Mr. Clifford L. Flowers, Corporate Secretary, 701 Palomar Airport Road, Suite 170, Carlsbad, CA 92011. While the Board will consider stockholder proposals, we reserve the right to omit from our proxy statement stockholder proposals that we are not required to include under the Exchange Act, including Rule 14a-8.
Stockholders who intend to submit proposals to the stockholders at the next annual meeting of stockholders but intend to submit such proposals on their own, either from the floor or through their own proxy statement and proxy, must submit such proposals to the Corporate Secretary in writing by October 15, 2014 in order for such matters to be voted upon by the stockholders. Stockholder proposals should be directed to the attention of the Corporate Secretary, addressed as follows: Patriot Scientific Corporation, Mr. Clifford L. Flowers, Corporate Secretary, 701 Palomar Airport Road, Suite 170, Carlsbad, CA 92011.
A possibly helpful site:
http://theshareholderactivist.com/tools-for-shareholder-activists/a-proper-introduction-sample-proof-of-ownership-cover-letters-for-shareholder-proposal/
A shareholder proposal is a documented recommendation that a shareholder formally submits to a publicly-traded company advocating the company take a specific course of action.
A shareholder proposal should not be a long-winded, multi-page document. In fact, if it exceeds 500 words, it will likely be rejected.
It should be a single-paged document that includes a proposal statement that (1) identifies the party submitting the proposal, (2) plainly states the proposal adherent to the guidelines of shareholder proposals (this guide provides details on what is permissible and what will be rejected), and a concise supporting statement that provides key supporting points for your proposal.
In drafting your actual Shareholder Proposal, make sure your proposal is concise, accurate, and relevant.
All Shareholder Proposals differ in nature, so there is no basic template to follow for the proposal itself, below are some sample formatting for (1) a Proof Ownership Letter and (2) a Cover Letter, both to accompany your Shareholder Proposal.
Other relevant links:
http://blog.legalsolutions.thomsonreuters.com/wp-content/uploads/2014/03/Rule-14a-8-Shareholder-Proposal-Process-Flowchart.pdf
http://www.sec.gov/pdf/cfslb14.pdf (SEC Staff Legal Bulletin)
http://media.mofo.com/files/Uploads/Images/Frequently-Asked-Questions-about-Shareholder-Proposals-and-Proxy-Access.pdf