- Davis Polk, New NYSE Rules Ease Shareholder Approval Requirements, but May Expand Audit Committee Role (Apr. 12, 2021)
The changes will: require shareholder approval of cash sales to related parties only at prices less than the current market price (assuming the 20% rule and change of control rule discussed below do not apply);
no longer require shareholder approval for share issuances to related parties’ subsidiaries or affiliates (unless a related party has a 5% interest in the company or assets being acquired with the share issuance); and
require shareholder approval of any transaction where a related party has a 5% interest in the company or assets being acquired with the share issuance (or related parties collectively have a 10% interest), when the issuance results in a 5% increase in outstanding shares or voting power.