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Frequently Asked Questions
  Staff Interpretation Letter 2006-30  
Identification Number 840
This is in response to your correspondence regarding whether the company’s proposed extension of the termination date of the Plan (the “Extension”) in the manner described below would comply with the shareholder approval requirements of Marketplace Listing Rule 4350(i)(1)(A) and IM-4350-5 (collectively, the “Rule”).
 
According to the information you provided, unless extended, the Plan will expire on the Current Termination Date.  Under the Extension, the termination date would be extended to the New Termination Date.  You stated that the company’s board of directors intends to approve the Extension prior to the Current Termination Date, and prior to obtaining shareholder approval, but no awards would be made pursuant to the Extension unless shareholder approval is obtained.  If shareholder approval is not obtained at the company’s next annual shareholders’ meeting, the Plan will be deemed to have expired as of the Current Termination Date, and no further awards under the Plan will be granted.
 
Following our review of the information you provided, we have determined that the Extension satisfies the requirements of the Rule.  Under the Rule, an extension of the duration of a plan requires shareholder approval.  Although it would be adopted by the company’s board prior to shareholder approval being sought, the Extension satisfies the Rule because no shares of common stock could be issued pursuant to the Extension unless shareholder approval is obtained.
 
Publication Date*: 7/31/2012 Mailto Link Identification Number: 840
material_search_footer*The Publication Date reflects the date of first inclusion in the Reference Library, which was launched on July 31, 2012, or a subsequent update to the material. Material may have been previously available on a different Nasdaq web site.
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