Securities Law Blog

The SEC staff frequently comments during its review process about the lack of an established corporate governance structure, such as board member independence and board committee composition, by OTC quoted issuers, even if not required by SEC and national securities exchange rules.

Greenlight’s proposal - rejected by GM – argues for a dual-class common stock structure at GM consisting of dividend shares and capital appreciation shares to appeal to different investors in order to invigorate demand for the company’s shares.

The public meeting will be live streamed on the SEC website and agenda includes the current hot topic of unequal voting rights of shares.

Boards of directors of small- and micro-cap issuers should consider adopting stock ownership guidelines to align the interests of its directors with the interests of stockholders and further promote the company’s commitment to sound corporate governance.