Securities Exchange Act of 1934: Federal law governing securities trading and proxy regulations, particularly Section 14 which regulates proxy solicitations and disclosures
Securities Act of 1933: Foundational federal law requiring registration of securities and full disclosure of material information to investors
SEC Regulation 14A: Detailed rules governing proxy solicitations, including filing requirements, content, and disclosure obligations
Sarbanes-Oxley Act of 2002: Federal law establishing enhanced corporate governance standards and internal controls requirements
Delaware General Corporation Law: Primary state corporate law framework if company is Delaware-incorporated, governing corporate structure and shareholder rights
State Blue Sky Laws: State-specific securities laws governing securities transactions within each state's jurisdiction
Corporate Governing Documents: Company-specific documents including bylaws, articles of incorporation, and existing shareholder agreements that must be considered
Stock Exchange Rules: Listing requirements and regulations from exchanges like NYSE and NASDAQ that may affect proxy arrangements
Investment Company Act of 1940: Federal law regulating investment companies and their activities, including proxy voting requirements
Internal Revenue Code: Federal tax regulations affecting beneficial ownership and tax implications of proxy arrangements
Clayton Act: Antitrust legislation that may affect proxy arrangements involving substantial ownership interests
Hart-Scott-Rodino Act: Federal law requiring review of large transactions that may affect market competition
Fiduciary Duty Requirements: Legal obligations of loyalty and care owed by proxy holders to shareholders
Business Judgment Rule: Legal principle protecting good faith business decisions made by corporate representatives
