Proxy statement
From Wikipedia, the free encyclopedia
A proxy statement is a statement required of a United States firm when soliciting shareholder votes. The firm needs to file a proxy statement (14a) with the U.S. Securities and Exchange Commission. This statement is useful in assessing how management is paid and potential conflict-of-interest issues with auditors. The statement includes: 1. Voting procedure and information. 2. Background information about the company's nominated directors. 3. Director compensation. 4. Executive compensation. 5. A breakdown of audit and non-audit fees paid to the auditor.
SEC proxy rules: The term "proxy statement" means the statement required by Section 240.14a-3(a) whether or not contained in a single document.
[edit] External links
- List of items required in proxy statements in Schedule 14A (SEC) (PDF) - note: the SEC published its final rules governing disclosure on August 11th, 2006. This Schedule does not reflect the additions and changes.
The statement tells: Where the meeting is What time it starts Who the directors are Who the executive officers are Discusses and discloses executive compensation Who is on the audit committee Board compensation
Two required votes: All or some of the directors Ratification of the independent auditor
The statement is filed in advance of the annual meeting.
