[{"data":1,"prerenderedAt":-1},["ShallowReactive",2],{"doc-seo-437723-105":3,"detail-sidebar-cat-0-en-105":80,"doc-detail-437723-en":130},{"code":4,"msg":5,"data":6},0,"ok",{"site_id":7,"language":8,"slug":9,"title":10,"keywords":11,"description":12,"schema_data":13,"social_meta":73,"head_meta":75,"extra_data":77,"updated_unix":79},105,"en","hawaiibar-journal-corporation-law-proxy-solicitation","HAWAIIBAR JOURNAL - Corporation Law - Proxy Solicitation","","HAWAIIBAR JOURNAL discusses corporate proxy solicitation procedures in Hawaii, describing how companies may solicit proxies separately for each meeting or rely on general management proxies until revoked. It outlines whether periodic proxy solicitation is required under Hawaii law, reviews how closely held corporations can reduce the need for solicitation, and considers trends after statehood. It also covers comparative duration rules from other states and the Model Business Corporation Act, plus how disclosure and SEC proxy rules shape proxy materials and contest conduct.",{"@graph":14,"@context":72},[15,34,55],{"@type":16,"itemListElement":17},"BreadcrumbList",[18,23,27,31],{"item":19,"name":20,"@type":21,"position":22},"https://docshare.wps.com","Home","ListItem",1,{"item":24,"name":25,"@type":21,"position":26},"https://docshare.wps.com/document/","Document",2,{"item":28,"name":29,"@type":21,"position":30},"https://docshare.wps.com/document/research-report/","Research & Report",3,{"item":32,"name":10,"@type":21,"position":33},"https://docshare.wps.com/document/hawaiibar-journal-corporation-law-proxy-solicitation/437723/",4,{"url":32,"name":10,"@type":35,"image":36,"author":41,"headline":10,"publisher":44,"fileFormat":47,"inLanguage":8,"description":12,"dateModified":48,"datePublished":49,"encodingFormat":47,"isAccessibleForFree":50,"interactionStatistic":51},"DigitalDocument",{"url":37,"@type":38,"width":39,"height":40},"https://docshare.wps.com/thumbnails/hawaiibar-journal-corporation-law-proxy-solicitation/437723.png","ImageObject",300,407,{"name":42,"@type":43},"Ophelia","Person",{"url":19,"name":45,"@type":46},"DocShare","Organization","application/pdf","2026-09-30","2026-09-29",true,{"@type":52,"interactionType":53,"userInteractionCount":22},"InteractionCounter",{"@type":54},"ViewAction",{"@type":56,"mainEntity":57},"FAQPage",[58,64,68],{"name":59,"@type":60,"acceptedAnswer":61},"Does Hawaii law require corporations to solicit proxies periodically?","Question",{"text":62,"@type":63},"Hawaii corporation law does not require periodic proxy solicitation, as noted by reference to section 172-90.","Answer",{"name":65,"@type":60,"acceptedAnswer":66},"When do corporations in Hawaii typically use special proxies?",{"text":67,"@type":63},"They may use special proxies for unusual business such as mergers, re-organization, liquidation, dissolution, or substantial amendments affecting stockholders’ rights.",{"name":69,"@type":60,"acceptedAnswer":70},"How do SEC proxy rules affect which corporations must comply?",{"text":71,"@type":63},"The rules apply to issuers of securities listed on a national securities exchange, govern proxy statement content and proxy form, and also cover proxy contests; they do not apply to over-the-counter securities or to corporations that choose not to solicit proxies.","https://schema.org",{"og:url":32,"og:type":74,"og:title":10,"og:site_name":45,"og:description":12},"article",{"robots":76,"canonical":32},"index,follow",{"doc_id":78,"site_id":7},437723,1790812677,{"code":4,"msg":81,"data":82},"success",[83,87,91,95,100,105,110,114,119,122,126],{"id":22,"doc_module":4,"doc_module_name":25,"category_name":84,"show_sort_weight":85,"slug":86},"Story & Novel",90,"story-novel",{"id":26,"doc_module":4,"doc_module_name":25,"category_name":88,"show_sort_weight":89,"slug":90},"Literature",80,"literature",{"id":33,"doc_module":4,"doc_module_name":25,"category_name":92,"show_sort_weight":93,"slug":94},"Exam",70,"exam",{"id":96,"doc_module":4,"doc_module_name":25,"category_name":97,"show_sort_weight":98,"slug":99},5,"Comic",60,"comic",{"id":101,"doc_module":4,"doc_module_name":25,"category_name":102,"show_sort_weight":103,"slug":104},6,"Technology",50,"technology",{"id":106,"doc_module":4,"doc_module_name":25,"category_name":107,"show_sort_weight":108,"slug":109},7,"Healthcare",40,"healthcare",{"id":111,"doc_module":4,"doc_module_name":25,"category_name":29,"show_sort_weight":112,"slug":113},8,30,"research-report",{"id":115,"doc_module":4,"doc_module_name":25,"category_name":116,"show_sort_weight":117,"slug":118},9,"Religion & Spirituality",20,"religion-spirituality",{"id":117,"doc_module":4,"doc_module_name":25,"category_name":120,"show_sort_weight":117,"slug":121},"World Cup","world-cup",{"id":123,"doc_module":4,"doc_module_name":25,"category_name":124,"show_sort_weight":123,"slug":125},10,"Lifestyle","lifestyle",{"id":127,"doc_module":4,"doc_module_name":25,"category_name":128,"show_sort_weight":96,"slug":129},19,"General","general",{"code":4,"msg":81,"data":131},{"doc_id":78,"user_id":132,"nickname":42,"user_avatar":133,"doc_module":4,"category_id":111,"category_name":29,"doc_title":10,"doc_description":12,"doc_content":134,"file_id":135,"file_url":136,"file_type":137,"file_size":138,"view_count":22,"is_deleted":4,"is_public":22,"is_downloadable":22,"audit_status":22,"page_count":96,"language":139,"language_code":8,"site_id":7,"html_lang":8,"table_of_contents":140,"faqs":141,"seo_title":142,"seo_description":12,"update_tm":143,"read_time":144},7971461741311,"https://ap-avatar.wpscdn.com/avatar/74000253aff267980c6?x-image-process=image/resize,m_fixed,w_180,h_180&k=1779345379180704826","# HAWAIIBAR JOURNAL\n\nI have been asked to write a brief com-ment on proxy solicitation procedures fol-lowed by corporations in Hawaii.  \nCorporate practice here is quite varied.Some corporations solicit proxies fromtheir stockholders separately for eachstockholders'meeting.Other corporationsrely on general management proxies,whichare good until revoked,and do not makeperiodic solícitations.Other corporationsuse general management proxies for rou-tine or normal business such as the elec-tion of directors,increase of capital stockand normal amendments to the articlesand by-laws,but solicit special proxies forunusual business such as merger,re-organization,liquidation,dissolution oramendments to the articles or by-lawswhich make substantial changes in thestockholders'rights.  \nThe corporation laws of Hawaii do notrequire Hawaiian corporations to solicltproxies periodically.See section 172-90.Where the corporation is closely held,proxy solicitation may be unnecessary be-cause a majority of the stockholders willcome to the meeting in person.In the pasteven the publicly held corporations inHawaif have had a large majority of theirshares held by local residents,who eitherattended meetings or kept a fairly closesurveillance over the corporate activities.Despite the lack of a statutory require-ment for periodic proxy solicitation,thestockholders of Hawail corporations havein fact probably exercised greater controlover their corporations than the stock-holders of large mainland corporations.  \nIn recent years,particularly with thecoming of statehood,the number of main-land stockholders of Hawaiian corporationshas increased.As a result there have beensuggestions that the proxy solicitation prac-tices of Hawali corporations be broughtmore into line with mainland practices.  \nA number of states(California andNew York,for example)provide by law thata proxy is void 11 months after the dateof its execution unless it provides for alonger term.In Delaware the maximumlength of time a proxy may remain validis three years,unless the proxy providesotherwise.The Model Business Corpora-tion Act provides that no proxy shall bevalid after 11 months from the date of itsexecution unless otherwise provided in theproxy.  \nA new statutory limitation on the dura-tion of proxies would presumably apply toall Hawaiian corporations,regardless ofsize.  Although it would contribute to\"corporate democracy\",it would be anadded expense for the corporation.Theeffect of such a provision would probablybe more marked in the case of smaller  \nIn any case,this is relatively unexploredterritory for most Hawallan corporationsand lawyers in corporate practice.  \n# Corporation Law-Proxy Solicitation\n\nby Marshall M.Goodsill  \nUpon graduation from Law School,hewas associated with a law firm in NewYork City,before coming to Hawalii inthe Spring of 1941.  \nHe was admitted to the practice of lawin Hawaii in 1942,and is a member of theHawali Bar Ass'n and the American BarAss'n.  \nAnother aspect of this subject is thecontent of proxy Bolicitation materials.State corporation laws do not prescribethe content of proxy solicitation materlals.One of the rare exceptions to this state-ment is a California statute relating tosignificant amendments to the articles ofassociation--soliciting material must in-clude a summary of the proposed amend-ment and the change in stockholders'rightsproposed to be effected thereby.  \nThe area of disclosure requirements inproxy solicitation has been occupled by theFederal Securities &Exchange Commis-sion.Acting under the authority of theSecurities   Exchange Act of 1934 theCommission has issued proxy rules appll-cable to the issuers of securities listedon a national securities exchange.Therules related to the content of the proxystatement and to the form of the proxyitself.The rules also govern the conductbf proxy contests.The rules provide thata_proxy is only valid for a single meeting.The rules are fairly complex.It is quiteexpensive and time consuming for","cbCaikyyfgQkJtPo","https://ap.wps.com/l/cbCaikyyfgQkJtPo","pdf",2219562,"English","# HAWAIIBAR JOURNAL\n## Proxy solicitation procedures in Hawaii\n## Corporation Law - Proxy Solicitation\n## Content and disclosure requirements\n## ABA president speaks at luncheon","[{\"question\":\"Does Hawaii law require corporations to solicit proxies periodically?\",\"answer\":\"Hawaii corporation law does not require periodic proxy solicitation, as noted by reference to section 172-90.\"},{\"question\":\"When do corporations in Hawaii typically use special proxies?\",\"answer\":\"They may use special proxies for unusual business such as mergers, re-organization, liquidation, dissolution, or substantial amendments affecting stockholders’ rights.\"},{\"question\":\"How do SEC proxy rules affect which corporations must comply?\",\"answer\":\"The rules apply to issuers of securities listed on a national securities exchange, govern proxy statement content and proxy form, and also cover proxy contests; they do not apply to over-the-counter securities or to corporations that choose not to solicit proxies.\"}]","HAWAIIBAR JOURNAL - Corporation Law - Proxy Solicitation | PDF",1790682987,13]