Reference no: EM133474518
Case: Assume that Carco is subject to SEC Rule 14a-8 regarding shareholder proposals (see Appendix II to Chapter 7). Carco manufactures three cars: Simple, Deluxe and Vavavoom. Simple and Deluxe are both four cylinder models, and neither can achieve a top speed above 70 miles per hour. Vavavoom can achieve a top speed of 140 miles per hour. Vavavoom sales account for 2% of total annual sales and 3% of total annual net earnings of Carco.
John, a shareholder whose son was permanently injured when his Vavavoom crashed while going 110 miles per hour, has become national spokesman for Citizens Opposing Fast Cars, submits the following proposal to Carco for inclusion in its proxy materials: "Commencing in the next fiscal year, Carco will no longer manufacture automobiles that can achieve a top speed of more than 75 miles per hour." John's proposal is accompanied by a number of studies that confirm the correlation between high speed driving, severe injury, and death.
Your task is to discuss the following:
Is this proposal one that should be included in the proxy materials;
If not, which exclusion(s) should Carco rely upon;
Could John frame his proposal differently in order to increase his chances of getting it in the proxy materials;
Should it be easier or more difficult for shareholders to have proposals included in the company's proxy materials
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Has joseph engaged in misleading or deceptive conduct
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What points might andy argue to show that he was wrongfully
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Could john frame his proposal differently in order
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