Third Circuit Lets Wal-Mart Exclude Firearms Proposal Under The "Ordinary Business Operations" Exception

On April 14, 2015, the U.S. Court of Appeals for the Third Circuit summarily reversed a troubling decision of the Federal District Court in Delaware that required Wal-Mart to include in its 2015 proxy materials a shareholder proposal intended to cause Wal-Mart to restrict retail firearm sales.

On December 8, 2014, Judge Leonard Stark had granted summary judgment to the shareholder proponent and enjoined Wal-Mart from excluding the proposal to amend the company's certificate of incorporation and take other steps designed to require the board of directors to implement policies and standards to determine if the retailer should sell products that endanger public safety or could reasonably be considered offensive to the Company's brand.