TripAdvisor, Shareholder Proposals

Written By Matthew Moscardi

While domiciles have been in the news, there’s also a decent case that illustrates the issues, TripAdvisor

  • Before we get to the case, why do we care about Nevada?

  • Is this about leaving Delaware, or going to Nevada?

  • Can’t companies or shareholders just decide where they want to incorporate?

  • So, TripAdvisor - what happened?

  • Company sought to reincorporate from Delaware to Nevada, what happened?

  • TripAdvisor is a controlled company, so shareholder vote doesn’t matter?

  • Shareholder sued to stop it, in Delaware of course

  • What happened at the trial or hearing?

  • What is the status?

  • What can we expect to happen next?

What’s going on with shareholder proposals?

  • What are shareholder proposals?

  • What’s the problems with 14a-8 proposals?

  • How did the UMW get around these problems at Warrior Met Coal, using 14a-4?

  • How did Starboard take advantage of 14a-4 at News Corp?

  • What can we expect to happen next?

Matthew Moscardi
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