Delaware and the SEC
Prof. Larry Ribstein has a post here about an issue that Sunrise Senior Living is confronting (as reported by the New York Times), regarding tension between a Delaware statute requiring annual meetings and the apparent inability, currently, of Sunrise to comply with a federal requirement that it have audited financial statements completed and included in its proxy materials before holding an annual meeting.
The good professor has a link here to his discussion of a prior Delaware Chancery Court decision that decided that issue in favor of enforcing the Delaware statutory shareholder right to require annual meetings even if to do so might violate a federal prerequisite that the company cannot satisfy.
