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Charter Stockholder Rights |
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New Charter
Stockholder Rights |
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TWC Stockholder Rights |
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meeting of stockholders, (viii) any other information relating to each proposing person that would be required to be disclosed in a proxy statement or other filings required to be made in connection with solicitation of proxies for
election of directors, or would be otherwise required, in each case pursuant to Section 14 of the Exchange Act and the rules and regulations promulgated thereunder and (ix) a representation by the stockholder as to whether or not such stockholder
intends to solicit proxies in support of such stockholder’s proposal. |
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| Stockholder Nominations of Persons for Election as Directors |
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Charter’s bylaws generally permit stockholders to nominate persons for election as directors if the stockholder intending to make such nomination is a holder of record at the time of the giving of the notice, is entitled to
vote at the meeting for such director and gives timely written notice thereof in the proper form. |
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New Charter’s bylaws will generally permit stockholders to nominate persons for election as directors if the stockholder intending to make such nomination is a holder of record at the time of the giving of the notice, is
entitled to vote at the meeting for such director and gives timely written notice thereof in the proper form. |
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The TWC bylaws generally permit stockholders to nominate persons for election as directors if the stockholder intending to make such nomination is a holder of record at the time of the giving of the notice, is entitled to vote at
the meeting and gives timely notice thereof in writing in proper form. |
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To be timely, a stockholder’s notice must be delivered to Charter’s principal executive offices not less than 45 days nor more than 70 days prior to the first anniversary of the date on which Charter first mailed proxy
materials for the preceding year’s annual meeting. However, if the date of the annual meeting is more than 30 days earlier or more than 30 days later than such anniversary date, notice by the stockholder to be timely |
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New Charter’s bylaws will provide that to be timely, a stockholder’s notice must be delivered to New Charter’s principal executive offices not less than 45 days nor more than 70 days prior to the first anniversary of
the date on which New Charter first mailed proxy materials for the preceding year’s annual meeting. However, if the date of the annual meeting is more than 30 |
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To be timely, a stockholder’s notice must be delivered to TWC’s principal executive offices not less than 90 days nor more than 120 days prior to the first anniversary of the date of the immediately preceding annual
meeting. However, if the date of the annual meeting is more than 30 days earlier or more than 60 days later than such anniversary date, then to be timely such |
