The Corporate Secretary's Answer Book, Fourth Edition is the only comprehensive, single-volume reference to address the specific tasks corporate secretaries face on a daily basis. There is a convenient list of questions with accompanying page numbers in the front of the book so that it is easy for readers to find the answer to any particular question. The index is organized by commonly used terms. With all of this valuable "know-how" located within one volume, corporate secretaries will be able to find the best way to proceed with any particular matter, quickly and confidently.
The Corporate Secretary's Answer Book, Fourth Edition also includes sample forms and checklists that offer step-by-step guidance to completing each phase of the corporate secretary's duties throughout the year, including:
Benefits and Features
Expert guidance to handling every situation, from the Annual Meeting to Corporate Governance Listing Standards.
Annual Shareholders Meetings
Readers learn how to create and adhere to a schedule for drafting, printing and mailing the proxy statement which meets the needs of the financial printer, the SEC, accountants, the company's mailing house, its Board and listing organization.
Board Meetings
Gives readers step-by-step assistance on how to prepare agendas, write minutes, and conduct follow-up for smoothly run and legally compliant meetings.
Board Members
Learn about the myriad of legal requirements under the Sarbanes-Oxley Act of 2002 and the corporate governance listing rules of the NYSE, Nasdaq, and AMEX that impact the composition of a company’s board of directors.
Compliance
See how to ensure corporate compliance with the often-conflicting legal requirements of the SEC, NYSE, Nasdaq, and AMEX.
New Corporate Governance Environment
Insightful analysis of the impact of the new corporate governance environment in private and public companies, including complete coverage of the Sarbanes-Oxley Act of 2002 and the corporate governance listing rules of the NYSE, Nasdaq, and AMEX.
Table of Contents
Shareholders’ Meetings
Conduct of Shareholders’ Meetings
Shareholder Solicitations
Shareholder Voting
Shareholder Proposals
Board Meetings
Minutes of Board Meetings
Board Materials
Board Composition and Executive Sessions
Board Committees
Nominating Committee
Compensation Committees
Audit Committees
Indemnification and D&O Insurance
Electronic Filings and EDGAR
Section 16
Dividend Declarations, Stock Splits, and Treasury Stock
Transfer Agents
Certificate of Incorporation
Bylaws
Insider Trading
Corporate Disclosure and Regulation FD
Website Disclosure
Corporate Governance Guidelines
Corporate Governance Listing Standards
Table of Web Sites
Index