Nasdaq Solicits Comments On Potential Changes To Shareholder Approval Rules

In November 2015, The Nasdaq Stock Market ("Nasdaq") announced that it is seeking public comments on the rules for listed companies to obtain shareholder approval prior to issuing securities in connection with (i) acquisitions, (ii) equity-based compensation, (iii) a change of control and (iv) private placements amounting to 20% or more of the company's outstanding common stock or voting power. Under the existing rules, foreign private issuers may claim an exemption from the shareholder approval rule by following their home country practice, but are required to publicly disclose claiming the exemption and provide Nasdaq with a written statement from the company's counsel certifying that the company's practices are not prohibited by the home country's laws.