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Chelsea Therapeutics Internation Message Board

  • guti424 guti424 May 2, 2014 8:47 AM Flag

    Nasdaq Rule 5620. Meetings of Shareholders is a must in common stock

    IM-5620. Meetings of Shareholders listing common stock or voting preferred stock, and their equivalents, hold an annual meeting of Shareholders within one year of the end of each fiscal year. At each such meeting, Shareholders must be afforded the opportunity to discuss Company affairs with management and, if required by the Company's governing documents, to elect directors.

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    • guti424...breaking the 10K/A story was nice work on your part....but IM-5620 states "annual meeting within one year ....". Chtp should of given date and location (?) yesterday, as to why they haven't ...maybe all the hotels in Big Sur are reserved for June? Ha. The part III amendment - IMO, I don't like it. Talk of combining Chairman and CEO position. Hmm - There has to be pressure within the company (Baker Bros, 7M sh) from shareholders. Promised Northera in the second half did they ? 2 months ? Read for hours to find one little thing......and half the time never find .... I HATE the SEC site. lol
      or 10-K/A Proxy due dates can differ greatly, though most are filed in the spring. If your Form 10-K incorporates by reference information into Part III from the proxy statement, you must file the proxy statement no later than 120 days after the fiscal-year end. If you cannot file the proxy statement within that 120-day period, you can file an amended 10-K to include the Part III information; however, that amended 10-K must be filed no later than 120 days after the fiscal-year end.

      I waited for the adcom vote and FDA approval to buy. Told myself this would be the safest bio investment I ever made. Been underwater since the day I bought. It suks.

      • 1 Reply to daweasl652
      • That is exactly my point, they should have set a date for annual meeting as well filed a DEF 14A, which they’ve done since 2006 when they first began filling a 10K. If you notice on the 10k they included a part called “AMENDED AND RESTATED BYLAWS” where they cover meetings and voting of any action that maybe taken without a meeting, without prior notice, and without a vote. It seems that the only thing in their mind is to sell the company as fast as possible, but without giving it away.
        Buyers are justifiably interested in the likelihood that the established milestones will be able to be continued after they purchase. The buyer gains confidence if the business has a diverse group of top managers that will remain. As a result, the buyer will be willing to pay more for the business. Management depth, quality, tenure, experience, track record and education are all important considerations. As well as the trust already invested in the new CEO, who might not want to retire at 46, and would rather finish the endeavor. So basically they are also selling “Mr. Oliveto’s experience in drug development, comprehensive launch programs and understanding of our company and industry.” He was shown as a trustworthy candidate to become a chairman in order to make the company more productive in their future decision making, if they decide on partnering or keeping Northera to themselves. Window dressing.

    • and Chelsea decided on no annual meeting; better grab some common shares