By:  Cydney Posner

The final passage of Delaware's majority vote legislation, referenced in my May 23, 2006 posting, has occurred. While the legislation retains plurality voting as a default, it enhances the Pfizer-type approach that requires director resignations in the event that directors do not achieve a specified vote (by, for e.g., permitting director resignations to be irrevocable and effective at a future date) and allows shareholder bylaw amendments related to majority voting to be binding and not subject to board amendment.

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