Morgan Stanley amends bylaws to align with SEC universal proxy rules for director nominations

MORGAN STANLEY

Amendments effective Jan 20, 2023, clarifying procedural and disclosure requirements for shareholder director nominations.
Enhanced disclosure mandates: additional info on nominating shareholder, nominees, affiliates; required updates to ensure accuracy.
Shareholders must represent intent to solicit holders of at least 67% voting power per Rule 14a-19 and provide evidence upon request.
Also includes updates to quorum requirements and other technical, conforming revisions to the bylaws.

Key facts

Extracted from this filing and checked against the source text.

Governance Changes SEC 8-K Item 5.03/5.05/5.06 confidence 0.9

MORGAN STANLEY: Amended Bylaws to clarify and implement procedural and disclosure requirements for shareholder director nominations in light of universal proxy rules, and other technical revisions (effective 2023-01-20).

Change: bylaw amendment
Effective: 2023-01-20

Exact text from the filing

On January 20, 2023, the Board of Directors of Morgan Stanley (the “Company”) approved and adopted amendments (the “Amendments”) to the Company’s Amended and Restated Bylaws (the “Bylaws”), effective as of January 20, 2023, to clarify and implement certain procedural and disclosure requirements for the Company’s shareholders proposing director nominations for consideration at the Company’s annual or special meetings of shareholders in light of the “universal proxy” rules recently adopted by the Securities and Exchange Commission pursuant to Rule 14a-19 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”).

View on SEC.gov

84 governance changes filed in the last 30 days. Browse all governance changes →

MORGAN STANLEY filing history →

Source: SEC EDGAR

accession 0000950103-23-000875

view filing index on sec.gov

view primary document

Machine-readable: JSON · Markdown · Plain text

This headline and bullets were generated automatically by deepseek-v4-flash:cloud@v2 from the public filing. Read the source on SEC.gov before relying on any specific claim. Not investment advice. See methodology for how this pipeline works.