2012 Proxy Voting Report 3M Co. Ticker Security ID: MMM CUSIP
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In the United States District Court for the Northern District of Illinois Eastern Division
Case: 1:19-cv-02394 Document #: 164 Filed: 06/30/20 Page 1 of 60 PageID #:3236 IN THE UNITED STATES DISTRICT COURT FOR THE NORTHERN DISTRICT OF ILLINOIS EASTERN DIVISION ) ) IN RE THE BOEING COMPANY ) Case No. 19-cv-2394 AIRCRAFT SECURITIES LITIGATION ) ) Hon. John J. Tharp, Jr. ) ) MEMORANDUM IN SUPPORT OF MOTION TO DISMISS John F. Hartmann, P.C. Joshua Z. Rabinovitz KIRKLAND & ELLIS LLP 300 N. LaSalle Chicago, IL 60654 (312) 862-2000 Craig S. Primis Matt Owen KIRKLAND & ELLIS LLP 1301 Pennsylvania Ave., N.W. Washington D.C. 20004 Counsel for Defendants Dated: June 30, 2020 Case: 1:19-cv-02394 Document #: 164 Filed: 06/30/20 Page 2 of 60 PageID #:3237 Table Of Contents Preliminary Statement ..................................................................................................................... 1 Facts Alleged In The Complaint And Subject To Judicial Notice .................................................. 4 Argument ........................................................................................................................................ 7 I. Plaintiffs Do Not Plead With Particularity A False Or Misleading Statement. .................. 8 A. Plaintiffs Do Not Plead With Particularity That Defendants’ Statements About The Design Of The 737 MAX Were False Or Misleading. ....................... 11 B. Plaintiffs Do Not Plead With Particularity That Defendants’ Statements About The Safety Of The 737 MAX Were False Or Misleading. ........................ 13 C. Plaintiffs Do Not Plead With Particularity That Defendants’ -
Participant Bios
Johan Aalto Senior Partner, Hannes Snellman PRACTICE AND EXPERIENCE Johan Aalto is Hannes Snellman’s Senior Partner. He specializes in mergers and acquisitions, corporate finance and capital markets, with an emphasis on public takeovers. During the last few years, Johan has been involved in some of the largest and most complex transactions in Finland. He also focuses on corporate governance issues and acts as the chairman of general meetings of several listed companies in Finland. Johan has been awarded the honorary title Lagman by the President of the Republic of Finland. MEMBERSHIPS AND POSITIONS OF TRUST • Member of the committee preparing the first Finnish guidelines on takeovers (the Helsinki Takeover Code), 2007 • Board memberships in several companies • Member of the Finnish Bar Association, 1991 EDUCATION AND PROFESSIONAL BACKGROUND • Senior Partner, 2009 • Managing Partner, Hannes Snellman, 2005-2009 • Partner, Hannes Snellman, 1994 • Master of Laws, University of Helsinki, 1987 Nigel Boardman Partner, Slaughter and May Nigel’s broad practice includes domestic and international corporate finance, mergers and acquisitions, joint ventures, IPOs, demergers, private acquisitions and disposals, private equity, public takeovers, issues of compliance and corporate governance, investigations and insolvency, restructurings, investigations and sports law. Nigel has received a number of accolades, including: • The Financial Times’ Special Achievement Award • Chambers Directories Lifetime Achievement award • Lawyer of the Decade award from Financial News (2015) • included in Debrett’s ‘Who’s Who’ • ranked as a “star performer” for Corporate and M&A work by Chambers in its U.K., Europe and Global directories • identified as a “Thought Leader” for M&A and Corporate Governance work in Who’s Who Legal: Thought Leaders 2017 Nigel is a consulting editor of the Oxford University Press’ ‘Annotated Companies Acts’ and is on the Editorial Board of the ‘Journal for Corporate and Commercial Law and Practice’. -
___, on Behalf of Himself and All Others Similarly
UNITED STATES DISTRICT COURT NORTHERN DISTRICT OF ILLINOIS EASTERN DIVISION _________, on behalf of himself and all ) others similarly situated, ) ) No. ____________ Plaintiff ) ) v. ) ) JURY TRIAL DEMANDED THE BOEING COMPANY, DENNIS A. ) MUILENBURG, GREGORY D. SMITH, ) and KEVIN McALLISTER, ) ) Defendants ) ) ) CLASS ACTION COMPLAINT FOR VIOLATIONS OF THE FEDERAL SECURITIES LAWS “The [ ] pilots should have been informed.”1 Jon Weaks (President of Southwest Airlines Pilots Association) I. NATURE OF THE ACTION 1. This is a putative class action for violations of the federal securities laws. Plaintiff ______ (“Plaintiff”), by and through his undersigned counsel, brings this action pursuant to the Securities Exchange Act of 1934 (the “Exchange Act”). Plaintiff’s claims are brought on behalf of all persons who purchased or otherwise acquired the publicly-traded securities of The Boeing Company (“Boeing” or the “Company”) between January 8, 2019 and May 8, 2019, inclusive (the “Class Period”), and were damaged by the conduct asserted herein (the “Class”). 2. Defendants are: (i) Boeing; (ii) Boeing Chairman, Chief Executive Officer (“CEO”) and President Dennis A. Muilenburg; (iii) Boeing Chief Financial Officer (“CFO”) and Executive Vice President of Enterprise Performance and Strategy Gregory D. Smith; and (iv) Boeing Commercial Airplanes President and CEO Kevin McAllister (collectively, “Defendants”). As alleged throughout herein, throughout the Class Period, Defendants violated Sections 10(b) and 20(a) of the Exchange Act (“Exchange Act”) and Securities and Exchange Commission (“SEC”) Rule 10b-5(b) promulgated thereunder. 3. Plaintiff’s allegations are based upon counsel’s investigation except as to the allegations specifically pertaining to Plaintiff, which are based upon his personal knowledge. -
David Hume Kennerly Archive Creation Project
DAVID HUME KENNERLY ARCHIVE CREATION PROJECT 50 YEARS BEHIND THE SCENES OF HISTORY The David Hume Kennerly Archive is an extraordinary collection of images, objects and recollections created and collected by a great American photographer, journalist, artist and historian documenting 50 years of United States and world history. The goal of the DAVID HUME KENNERLY ARCHIVE CREATION PROJECT is to protect, organize and share its rare and historic objects – and to transform its half-century of images into a cutting-edge digital educational tool that is fully searchable and available to the public for research and artistic appreciation. 2 DAVID HUME KENNERLY Pulitzer Prize-winning photojournalist David Hume Kennerly has spent his career documenting the people and events that have defined the world. The last photographer hired by Life Magazine, he has also worked for Time, People, Newsweek, Paris Match, Der Spiegel, Politico, ABC, NBC, CNN and served as Chief White House Photographer for President Gerald R. Ford. Kennerly’s images convey a deep understanding of the forces shaping history and are a peerless repository of exclusive primary source records that will help educate future generations. His collection comprises a sweeping record of a half-century of history and culture – as if Margaret Bourke-White had continued her work through the present day. 3 HISTORICAL SIGNIFICANCE The David Hume Kennerly collection of photography, historic artifacts, letters and objects might be one of the largest and most historically significant private collections ever produced and collected by a single individual. Its 50-year span of images and objects tells the complete story of the baby boom generation. -
Prologis Is Building Tomorrow's Workforce
12/10/2019 Prologis is Building Tomorrow’s Workforce | Nareit Home ► Industry News ► REIT Magazine ► November/December 2019 ► Prologis is Building Tomorrow’s Workforce Prologis is addressing its tenants’ urgent need for labor by developing workforce training initiatives. 11/7/2019 | By Sarah Borchersen-Keto REIT magazine: November/December 2019 Students at Florida’s Miami Springs Senior High School might appear to be playing video games, but the forklift truck they are maneuvering onscreen during class is giving them valuable skills that are urgently needed to support today’s growing logistics industry. Elsewhere in the classroom, built by logistics REIT Prologis, Inc. (NYSE: PLD) in collaboration with Miami-Dade County Public Schools, students prepare packages for shipping and complete logistics modules online. Lead teacher Nicolas Acosta, Jr. says the skills his students are learning will ensure they “hit the ground running” when the time comes to enter the workforce. “We’re making sure we have the talent to secure the future,” he adds. The Prologis Trade and Logistics Lab, as the space is formally known, officially opened in May. It expands upon an existing logistics training program at the school and is a key part of Prologis’ Community Workforce Initiative (CWI). Launched in 2018, the initiative is seen as an extension of the company’s commitment to deliver superior customer service by strengthening local communities. Prologis collaborates with local workforce programs to provide mentorship, skills training, internships, and job placement services for people interested in pursuing careers in logistics, distribution, and transportation. Prologis Chairman and CEO Hamid Moghadam says the idea for CWI came from the REIT’s customers. -
Printmgr File
BERKSHIRE HATHAWAY INC. 3555 Farnam Street Omaha, Nebraska 68131 NOTICE OF ANNUAL MEETING OF SHAREHOLDERS May 1, 2021 TO THE SHAREHOLDERS: Notice is hereby given that the Annual Meeting of the Shareholders of Berkshire Hathaway Inc. will be held on May 1, 2021 at 5:00 p.m. Eastern time. Due to the COVID-19 pandemic, the Annual Meeting will be held in a virtual format only to provide a safe experience for our shareholders and employees. Items of Business: 1. To elect directors. 2. To act on two shareholder proposals if properly presented at the meeting. 3. To consider and act upon any other matters that may properly come before the meeting or any adjournment thereof. The Board of Directors has fixed the close of business on March 3, 2021 as the record date for determining the shareholders having the right to vote at the meeting or any adjournment thereof. A list of such shareholders will be available for examination by a shareholder for any purpose germane to the meeting during ordinary business hours, during the ten days prior to the meeting. You are requested to date, sign and return the enclosed proxy which is solicited by the Board of Directors of the Corporation and will be voted as indicated in the accompanying proxy statement and proxy. A return envelope is provided which requires no postage if mailed in the United States. If mailed elsewhere, foreign postage must be affixed. At 1:30 p.m. Eastern time, a Question and Answer period will commence. The Question and Answer period will last until 5:00 p.m. -
2007 Proxy Voting Report 3M Company Ticker Security ID: MMM
2007 Proxy Voting Report 3M Company Ticker Security ID: Meeting Date Meeting Status MMM CUSIP9 88579Y101 05/08/2007 Voted Issue Mgmt For/Agnst No. Description Proponent Rec Vote Cast Mgmt 1.1 Elect Linda Alvarado Mgmt For For For 1.2 Elect George Buckley Mgmt For For For 1.3 Elect Vance Coffman Mgmt For For For 1.4 Elect Michael Eskew Mgmt For For For 1.5 Elect W. James Farrell Mgmt For For For 1.6 Elect Herbert Henkel Mgmt For For For 1.7 Elect Edward Liddy Mgmt For For For 1.8 Elect Robert Morrison Mgmt For For For 1.9 Elect Aulana Peters Mgmt For For For 1.10 Elect Rozanne Ridgway Mgmt For For For 2 Ratification of Auditor Mgmt For For For Amendment to Eliminate Supermajority 3 Voting Requirements Mgmt For For For Amendment to Eliminate Fair-Price 4 Provision Mgmt For For For 5 Executive Annual Incentive Plan Mgmt For For For Approve Material Terms of 6 Performance Unit Plan Mgmt For For For Shareholder Proposal Regarding Pay- 7 for-Superior-Performance ShrHoldr Against Against For Abbott Laboratories Inc Ticker Security ID: Meeting Date Meeting Status ABT CUSIP9 002824100 04/27/2007 Voted Issue Mgmt For/Agnst No. Description Proponent Rec Vote Cast Mgmt 1.1 Elect Roxanne Austin Mgmt For For For 1.2 Elect William Daley Mgmt For For For 1.3 Elect W. James Farrell Mgmt For For For 1.4 Elect H. Laurance Fuller Mgmt For For For 1.5 Elect Richard Gonzalez Mgmt For For For 1.6 Elect David Owen Mgmt For For For 1.7 Elect Boone Powell, Jr. -
In the Court of Chancery of the State of Delaware Karen Sbriglio, Firemen’S ) Retirement System of St
EFiled: Aug 06 2021 03:34PM EDT Transaction ID 66784692 Case No. 2018-0307-JRS IN THE COURT OF CHANCERY OF THE STATE OF DELAWARE KAREN SBRIGLIO, FIREMEN’S ) RETIREMENT SYSTEM OF ST. ) LOUIS, CALIFORNIA STATE ) TEACHERS’ RETIREMENT SYSTEM, ) CONSTRUCTION AND GENERAL ) BUILDING LABORERS’ LOCAL NO. ) 79 GENERAL FUND, CITY OF ) BIRMINGHAM RETIREMENT AND ) RELIEF SYSTEM, and LIDIA LEVY, derivatively on behalf of Nominal ) C.A. No. 2018-0307-JRS Defendant FACEBOOK, INC., ) ) Plaintiffs, ) PUBLIC INSPECTION VERSION ) FILED AUGUST 6, 2021 v. ) ) MARK ZUCKERBERG, SHERYL SANDBERG, PEGGY ALFORD, ) ) MARC ANDREESSEN, KENNETH CHENAULT, PETER THIEL, JEFFREY ) ZIENTS, ERSKINE BOWLES, SUSAN ) DESMOND-HELLMANN, REED ) HASTINGS, JAN KOUM, ) KONSTANTINOS PAPAMILTIADIS, ) DAVID FISCHER, MICHAEL ) SCHROEPFER, and DAVID WEHNER ) ) Defendants, ) -and- ) ) FACEBOOK, INC., ) ) Nominal Defendant. ) SECOND AMENDED VERIFIED STOCKHOLDER DERIVATIVE COMPLAINT TABLE OF CONTENTS Page(s) I. SUMMARY OF THE ACTION...................................................................... 5 II. JURISDICTION AND VENUE ....................................................................19 III. PARTIES .......................................................................................................20 A. Plaintiffs ..............................................................................................20 B. Director Defendants ............................................................................26 C. Officer Defendants ..............................................................................28 -
Produção De Informação Estatística Oficial Na (Des)Ordem Social Da Modernidade
UNIVERSIDADE FEDERAL DO RIO DE JANEIRO - UFRJ ESCOLA DE COMUNICAÇÃO - ECO CONSELHO NACIONAL DE DESENVOLVIMENTO CIENTÍFICO E TECNOLÓGICO - CNPq INSTITUTO BRASILEIRO DE INFORMAÇÃO EM CIÊNCIA E TECNOLOGIA - IBICT PRODUÇÃO DE INFORMAÇÃO ESTATÍSTICA OFICIAL NA (DES)ORDEM SOCIAL DA MODERNIDADE Tese de Doutorado em Ciência da Informação ROSA MARIA PORCARO Orientadora: Prof. GILDA MARIA BRAGA Rio de Janeiro Março de 2000 Universidade Federal do Rio de Janeiro - UFRJ Escola de Comunicação - ECO Conselho Nacional de Desenvolvimento Científico e Tecnológico - CNPq Instituto Brasileiro de Informação em Ciência e Tecnologia - IBICT PRODUÇÃO DE INFORMAÇÃO ESTATÍSTICA OFICIAL NA (DES)ORDEM SOCIAL DA MODERNIDADE ROSA MARIA PORCARO Tese apresentada ao Curso de Doutorado em Ciência da Informação do Instituto Brasileiro de Informação em Ciência e Tecnologia do Conselho Nacional de Desenvolvimento Científico e Tecnológico em convênio com a Escola de Comunicação da Universidade Federal do Rio de Janeiro, como parte dos requisitos necessários para obtenção do grau de Doutor em Ciência da Informação. BANCA EXAMINADORA Gilda Maria Braga (Orientadora) Ph.D em Ciência da Informação, Case Western Reserve University, Cleveland, USA Luiz Antônio Machado da Silva Ph.D em Sociologia na Rutgers University, New Jersey, USA Maria Cristina Cacciamali Doutora em Economia, USP Maria Nélida González de Gomez Doutora em Comunicação, UFRJ Lena Vania Ribeiro Pinheiro Doutora em Ciência da Informação, UFRJ Jane Maria Pereira Souto de Oliveira (Suplente) Doutora em Saúde Coletiva, UERJ Icléia Thiessen Magalhães Costa (Suplente) Doutora em Ciência da Informação, UFRJ Rio de Janeiro 13 de dezembro de 1999 II Para: DÊDÊ, MESTRA PRIMEIRA GILDA, MESTRA ACADÊMICA ANA CARLA E VANIA LUCIA O(S) JORGE(S): PAI, IRMÃO, SOBRINHO E AFILHADO AGRADEÇO: III A minha orientadora Gilda Braga, por me trazer de volta à Academia; Aos meus professores do Doutorado, com especial menção aos Profs. -
Agency Costs in Law-Firm Selection: Are Companies Under-Spending on Counsel?
Draft of June 30, 2016 AGENCY COSTS IN LAW-FIRM SELECTION: ARE COMPANIES UNDER-SPENDING ON COUNSEL? Elisabeth de Fontenay* __ CAP. MKTS. L. J. __ (forthcoming) ABSTRACT A growing body of literature examines whether corporate clients derive sufficient value from the law firms that they engage. Yet little attention has been paid to whether clients optimally select among law firms in the first place. One entry-point is to identify discrepancies in the quality of counsel selected by different corporate clients for the very same work. Using a large sample of loans, this Article finds that major U.S. public companies select lower-ranked law firms for their financing transactions than do private equity-owned companies, controlling for various deal characteristics. While some of this discrepancy can be attributed to value-maximizing behavior, agency and other information problems within public companies may distort their choice of counsel. Contrary to the thrust of existing commentary, U.S. public companies may well be spending too little on outside counsel. TABLE OF CONTENTS Introduction ............................................................................................................. 2 I. Law Firm Selection in Practice: Private Equity Firms vs. Public Companies ......... 5 A. Description of Data ...................................................................................... 6 B. Model and Results ........................................................................................ 9 II. Interpreting the Results ..................................................................................... -
GE Works GE 2012 Annual Report Annual 2012 GE
General Electric Company Fairfield, Connecticut 06828 www.ge.com GE Works GE 2012 Annual Report 2012 Annual Report 3.EPC055148101A.103 “ Last year we set focused execution goals for GE: double-digit industrial earnings growth; margin expansion; restarting CITIZENSHIP AT GE the GE Capital dividend to the parent; reducing the size of IN 2012, WE GE Capital; and balanced capital allocation. We achieved all As a 130-year-old ~ 2^]caXQdcTS\^aTcWP]!!\X[[X^]c^R^\\d]XcXTbP]S technology company, nonprofit organizations. of our goals for the year.” GE has proven its ~ ;Pd]RWTS abc^UPZX]S_a^VaP\bcWPcQaX]VcWT[PcTbc JEFF IMMELT, CHAIRMAN AND CEO breast cancer technologies to women. sustainability. Working Healthymagination and Susan G. Komen for the Cure have to solve some of the partnered to bring the latest breast cancer technologies to world’s biggest challenges, more women, by encouraging women to be screened through targeted programs in the U.S., China and Saudi Arabia. Citizenship is in the ~ 6T]TaPcTS! QX[[X^]X]aTeT]dTUa^\^daTR^\PVX]PcX^] products we make, how product portfolio. we make them, and in the difference we make 2012 PERFORMANCE in communities around GE’s newest Evolution Series GE is one of the largest locomotive prototype (pictured) employers in the U.S. and the world. reduces emissions by more than the world, with 134,000 70% compared with 2005 engines, U.S. employees and www.gecitizenship.com saving railroad customers more 305,000 employees globally, CONSOLIDATED REVENUES GE SCORECARD (In $ billions) than $1.5 billion in infrastructure as of the end of 2012. -
2011 Proxy Statement
15240 AMERICAN INTERNATIONAL GROUP,INC. 180 Maiden Lane, New York, N.Y. 10038 NOTICE OF ANNUAL MEETING OF SHAREHOLDERS TO BE HELD MAY 11, 2011 April 4, 2011 To the Shareholders of AMERICAN INTERNATIONAL GROUP, INC.: The Annual Meeting of Shareholders of AMERICAN INTERNATIONAL GROUP, INC. (AIG) will be held at 180 Maiden Lane, New York, New York, on May 11, 2011, at 11:00 a.m., for the following purposes: 1. To elect the fourteen nominees specified under “Election of Directors” as directors of AIG to hold office until the next annual election and until their successors are duly elected and qualified; 2. To vote upon a non-binding shareholder resolution to approve executive compensation; 3. To act upon a proposal to amend AIG’s Amended and Restated Certificate of Incorporation to restrict certain transfers of AIG Common Stock in order to protect AIG’s tax attributes; 4. To act upon a proposal to ratify the American International Group, Inc. Tax Asset Protection Plan; 5. To act upon a proposal to ratify the selection of PricewaterhouseCoopers LLP as AIG’s independent registered public accounting firm for 2011; 6. To act upon a shareholder proposal relating to restricting hedging transactions; and 7. To transact any other business that may properly come before the meeting. Shareholders of record at the close of business on March 18, 2011 will be entitled to vote at the meeting. Important Notice Regarding the Availability of Proxy Materials for the Annual Meeting of Shareholders to be held on May 11, 2011. The Proxy Statement, Annual Report to Shareholders and other Soliciting Material are available in the Investor Information section of AIG’s corporate website at www.aigcorporate.com.