In recent weeks, several companies facing the need to raise
money quickly have relied on a previously little used exception
to the New York Stock Exchange's shareholder approval rules to
issue substantial amounts of capital without shareholder
approval. What's going on here?
Generally speaking, New York Stock Exchange (NYSE) rules
require a listed company to obtain shareholder approval prior
to issuing common stock, or securities convertible into common
stock, representing 20% or more of the company's outstanding
common stock or which would result in a change in control of
the company. Nasdaq has similar shareholder approval
requirements. These rules are designed to give shareholders a
voice in transactions where...