Kistefos AS v. Trico Marine Services, Inc.
April 14, 2009
Kistefos AS (“Kistefos”), a privately owned Norwegian investment company, is a 22% stockholder of Trico Marine Services, Inc. (“Trico”). In anticipation of Trico’s upcoming annual meeting, and in compliance with Trico’s advance notice bylaw provision, Kistefos submitted to Trico a number of proposals for consideration and stockholder vote. One such proposal, designed to give “teeth” to the issuer’s existing majority vote requirement for the election of directors, provided that an incumbent director who received only a plurality of votes would no longer be qualified to serve on the board, and such director’s term would be deemed to expire immediately, creating a vacancy on the board of directors.
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