Proposal: Shareholders and Board of Directors
Times out and Fails 1-8. ~lilomar
Adminned at 24 Apr 2011 11:54:59 UTC
Part 1: Change the rule “stocks” to “shares” wherever it appears in the dynastic rules.
Part 2:
Add a new dynastic rule entitled “Shareholders”, as follows:
An Investor who holds any shares of a given Corporation may be referred to as a Shareholder of that Corporation. The GNDT tracks how many Shares of each Corporation are held by each Shareholder.
At any time when any Shares of a given Corporation are held by one or more Investors other than the Market (so long as no Board Meeting Proposal or Shareholder Meeting Proposal for that Corporation is then pending), a Shareholder of that Corporation may make a Proposal (a “Shareholder Meeting Proposal”) with respect to an Eligible Shareholder Matter. A Shareholder Meeting Proposal must contain, in flavor text, the number of outstanding Shares of that Corporation held by the Market and each Shareholder as of the time that the proposal is made (such information, the “Record Date Information”). Only the Market and Investors who were Shareholders of that Corporation as of the time that the Shareholder Meeting Proposal was made, per the Record Date Information, are eligible to vote on a Shareholder Meeting Proposal. A Shareholder Meeting Proposal passes if it has FOR Votes cast by Investors (or the Market) who collectively hold a majority of the outstanding Shares of that Corporation.
Eligible Shareholder Matters include:
- Replacing the Board of Directors of that Corporation with a new set of Directors
- Approving a particular Merger Agreement (so long as the Board of Directors has already approved that Merger Agreement)
- Approving a liquidation of the Corporation (so long as the Board of Directors has already approved a liquidation of the Corporation
Part 3:
Add a new dynastic rule entitled “Board of Directors”, as follows:
Each Corporation has a Board of Directors consisting of one or more Directors. Only Investors and the Market are eligible to be Directors of a Corporation (subject to any other eligibility requirements). The Market is initially the sole Director of each Corporation. At any time (so long as no Board Meeting Proposal or Shareholder Meeting Proposal for that Corporation is then pending), any Director of a Corporation may make a proposal (a “Board Meeting Proposal”) with respect to an Eligible Board Matter. A Board Meeting Proposal must contain, in flavor text, the names of all Directors of that Corporation as of the time that the proposal is made (such information, the “Board Record Date Information”). Only the Market and Investors who were Directors of that Corporation as of the time that the Board Meeting Proposal was made, per the Board Record Date Information, are eligible to vote on a Board Meeting Proposal. A Board Meeting Proposal passes if it has FOR Votes cast by a quorum of the Directors of that Corporation (per the Board Record Date Information).
Eligible Board Matters include:
- Declaring and paying a dividend
- Approving a particular Merger Agreement and submitting it to the Shareholders for their approval at a shareholder meeting
- Approving a liquidation of the Corporation and submitting that matter to the Shareholders for their approval at a shareholder meeting.
Bucky:
due to buggy interactions with the core proposal mechanics. For example, a Board Meeting Proposal might pass under this rule and separately be enacted under the core rules so that it takes effect twice..