This form is a due diligence questionnaire that pertains to the preparation and filing of the Proxy Statement. The answers to the questions in this questionnaire must be supplied from directors and officers of the company.
Illinois Questionnaire for Directors and Officers Annual Proxy Statement
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US-DD06023A
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FAQ
D&O questionnaires are needed to ensure that the company is able to accurately comply with its proxy disclosure requirements and regulatory oversight obligations.
This Questionnaire is being distributed to (i) all persons who are directors (and nominees for election of directors, if any) of the Company, (ii) all persons who are or will be officers of the Company, (iii) each person who will own of record or beneficially more than 5% of any class of voting securities of the
A Proxy Form is a document by which a registered member of a company appoints another person (the proxy) to attend a company meeting and vote on the member's behalf.
A proxy statement is a document that publicly-held companies are required to send to their shareholders prior to shareholder meetings, so that shareholders have sufficient information to vote on issues brought before them.
The statements on the D&O questionnaires are designed to fully capture all business relationships that board directors, officers and principal shareholders have. D&O questionnaires ensure independence and require pertinent parties to disclose conflicts of interest.
Proxy statements must disclose the company's voting procedure, nominated candidates for its board of directors, and compensation of directors and executives. The proxy statement must disclose executives' and directors' compensation, including salaries, bonuses, equity awards, and any deferred compensation.
Related Content. A questionnaire distributed by the company to its directors and officers during an initial public offering or during preparation of a prospectus, the company's annual information form (AIF) or information circular for a meeting of shareholders.
How are D&O Questionnaires Used in Public Corporations? Public companies, and companies that plan to register as public companies, are required to submit Form S-1, a registration statement required under the federal Securities Act of 1933.
D&O questionnaires are needed to ensure that the company is able to accurately comply with its proxy disclosure requirements and regulatory oversight obligations.
