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Schedule 14C

Schedule 14C

What Is Schedule 14C?

Schedule 14C spreads out certain disclosure criteria for companies with securities registered with the Securities and Exchange Commission (SEC). Schedule 14C is a proxy statement that an attorney prepares when a public company holds its stockholders' meeting every year. It is required when the issuer holds special meetings to vote on corporate actions, for example, name changes and mergers.

Schedule 14C must be completed for SEC-detailing companies whose shareholders support an action by written consent.

Understanding Schedule 14C

Companies with SEC-registered securities are required to follow Section 14 of the Securities Exchange Act of 1934. Section 14 depicts proxy rules concerning disclosures required in any materials that request shareholder votes at annual meetings. The schedule expects that the stockholders executing the written consent have adequate votes to control the outcome of the matter voted upon. Shareholder voting happens either in person or by proxy.

Proxy rules are upheld by the accompanying:

  1. State corporate regulation
  2. Stock exchange listing requirements
  3. SEC proxy rules
  4. The issuers' articles and local laws

Issuers who have a class registered under the Securities Exchange Act of 1934 are subject to the proxy rules. The disclosures on the proxy rules contain the information vital for shareholders to vote in an informed way. Voting happens at either the traditional annual shareholders' meeting or a special shareholders' meeting.

At times, shareholder endorsement is gotten recorded as a hard copy and isn't required at a meeting. Then, a company fulfills the disclosure requirements of Section 14 by unveiling the information depicted in Schedule 14C.

Who Can File a Schedule 14C?

A Schedule 14C attorney regularly prepares the proxy statement for the stockholders' annual when votes on corporate actions happen. Different times, public companies make a move with the written consent of the issuer's shareholders.

The most effective method to File a Schedule 14C

The SEC's proxy rules are found in Section 14 of the Exchange Act. A proxy statement on Schedule 14A or an information statement on Schedule 14C gives shareholders information on corporate changes, actions, and shareholder meetings.

Actions that require Schedule 14A or 14C filings incorporate name changes, reverse mergers, stock splits, domicile changes, corporate rearrangements, and different occasions that require a vote by the issuer's shareholders.

Schedule 14C likewise furnishes investors with information on actions that have been approved by the issuer's majority shareholders. Ten days subsequent to filing a preliminary information statement on Schedule 14C, in the event that no SEC remarks are received, the issuer might file a definitive information statement.

In summary, the issuer of the schedule is mentioning that a shareholder consent to an action. The schedule requests the shareholders' endorsement, and the issuer must agree with Schedule 14A's proxy solicitation requirements.

Features

  • Actions that require Schedule 14A or 14C filings incorporate name changes, stock splits, domicile changes, reverse mergers, corporate rearrangements, and different occasions that require a shareholder vote.
  • Schedule 14C presents the requirements for SEC-detailing companies whose shareholders endorse an action by written consent.
  • The form orders that the stockholders executing the written consent have an adequate number of votes to control the outcome of the matter voted upon.