| Industries |
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| Asset Management and Custody Banks |
| Advertising |
| Exposures |
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| Military |
| Provide |
| Express intent |
| Regime |
| Leadership |
| Event Codes |
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| Warn |
| Solicit support |
| Sports contest |
| Agree |
| Accident |
| Yield to order |
| Acknowledge responsibility |
| Reward |
| Sanction |
| Consult |
| Release or return |
| Demand |
| Force |
| Reject |
| Endorse |
| Wiki | Wiki Summary |
|---|---|
| Operations management | Operations management is an area of management concerned with designing and controlling the process of production and redesigning business operations in the production of goods or services. It involves the responsibility of ensuring that business operations are efficient in terms of using as few resources as needed and effective in meeting customer requirements. |
| Operations research | Operations research (British English: operational research), often shortened to the initialism OR, is a discipline that deals with the development and application of advanced analytical methods to improve decision-making. It is sometimes considered to be a subfield of mathematical sciences. |
| Surgery | Surgery is a medical or dental specialty that uses operative manual and instrumental techniques on a person to investigate or treat a pathological condition such as a disease or injury, to help improve bodily function, appearance, or to repair unwanted ruptured areas.\nThe act of performing surgery may be called a surgical procedure, operation, or simply "surgery". |
| Bitwise operation | In computer programming, a bitwise operation operates on a bit string, a bit array or a binary numeral (considered as a bit string) at the level of its individual bits. It is a fast and simple action, basic to the higher-level arithmetic operations and directly supported by the processor. |
| Operation (mathematics) | In mathematics, an operation is a function which takes zero or more input values (called operands) to a well-defined output value. The number of operands (also known as arguments) is the arity of the operation. |
| Emergency operations center | An emergency operations center (EOC) is a central command and control facility responsible for carrying out the principles of emergency preparedness and emergency management, or disaster management functions at a strategic level during an emergency, and ensuring the continuity of operation of a company, political subdivision or other organization.\nAn EOC is responsible for strategic direction and operational decisions and does not normally directly control field assets, instead leaving tactical decisions to lower commands. |
| Advertising | Advertising is a marketing communication that employs an openly sponsored, non-personal message to promote or sell a product, service or idea.: 465 Sponsors of advertising are typically businesses wishing to promote their products or services. Advertising is differentiated from public relations in that an advertiser pays for and has control over the message. |
| Microsoft Advertising | Microsoft Advertising (formerly Bing Ads, Microsoft adCenter and MSN adCenter) is a service that provides pay per click advertising on the Bing, Yahoo!, and DuckDuckGo search engines. Microsoft Advertising surpassed US$10 billion in annual revenue in 2021. |
| Revenue sharing | Revenue sharing is the distribution of revenue, the total amount of income generated by the sale of goods and services among the stakeholders or contributors. It should not be confused with profit shares, in which scheme only the profit is shared, i.e., the revenue left over after costs have been removed, nor with stock shares, which may be bought and sold and whose value may fluctuate. |
| Mobile advertising | Mobile advertising is a form of advertising via mobile (wireless) phones or other mobile devices. It is a subset of mobile marketing, mobile advertising can take place as text ads via SMS, or banner advertisements that appear embedded in a mobile web site. |
| List of radio stations in the United Kingdom | This is a list of radio stations in the United Kingdom.\n\n\n== National analogue and digital (DAB) stations ==\nThis list does not include stations which broadcast on numerous local digital multiplexes or MW licences to achieve near-national coverage. |
| Pirate radio | Pirate radio or a pirate radio station is a radio station that broadcasts without a valid license.\nIn some cases, radio stations are considered legal where the signal is transmitted, but illegal where the signals are received—especially when the signals cross a national boundary. |
| List of radio stations in Asia | This is a list of radio stations in Asia.\n\n\n== Afghanistan ==\n\nRadio Afghanistan (Government Radio Station)\nAIR Afghanistan\nArman FM - 98.1 FM\nAriana FM (93.5 FM Kabul)\nRadio Jawanan (Youth FM 97.5 FM)\nKabul Rock FM 108.0 Kabul\nRadio Killid (88.0 FM Kabul)\nSpogmai FM (102.2 FM Kabul)Foreign Stations:\n\nRadio Azadi (100.5 FM - 1296 kHz Kabul)\nBBC Radio FM 89.0 Kabul\n\n\n== Armenia ==\nWay f-m (105.9 FM Yerevan)\nRadio Rossii (1566 AM Yerevan)\nAvtoRadio FM (89.7 FM Yerevan)\nRadio Chanson (90.1 FM Yerevan)\nRadio Jan (90.7 FM Yerevan)\nVem Radio (91.1 FM Yerevan)\nRadio Mir (93.7 FM Yerevan)\nRadio Aurora (100.7 FM Yerevan)\nRadio Yerevan FM (101.9 FM Yerevan)\nRadio Van (103.0 FM Yerevan)\nRadio Marshall (103.5 FM Yerevan)\nRadio MIG (103.8 FM Vanadzor)\nRadio Hay (104.1 FM Yerevan)\nRusskoye Radio (104.9 FM Yerevan)\nHay FM (105.5 FM Yerevan)\nSputnik Radio Armenia (106.0 FM Yerevan)\nLratvakan (106.5 FM Yerevan)\nLavRadio (107.0 FM Yerevan)\nPublic Radio (107.7 FM / 69.7 FM Yerevan)\n\n\n== Bahrain ==\nBahrein News AgencyRadio Bahrain (English Service/96.5 FM)\nSongs Radio (Arabic Service/93.3 FM)\nShababiya Radio (Youth Radio/98.4 FM)\nHoly Quran Radio (106.1 FM)\nYour FM 104.2 (Hindi and Malayalam Music)Foreign Stations:\n\nAFN Bahrain\nAlif Alif FM (Saudi Arabia Radio)\nBBC Arabic\nBSKSA RadioBSKSA General Programme\nBSKSA Second Programme\nBSKSA Quran Programme\nEmarat FM\nMix FM (Saudi Arabia)\nMBC FM\nPanorama FM\nMonte Carlo Doualiya\nRadio Sawa Gulf\nRotana FM (Saudi Arabia)\nSawt el-Ghad (Lebanon)\nSout Al Khaleej FM (Qatar)\nStudio 1 & 2 FM Aramco (Saudi Arabia)\nUFM (Saudi Arabia)\n\n\n== Bangladesh ==\n\nBangladesh Betar\nBB Home Service\nFM 100\nTraffic Channel - 88.8 & 90.0 MHz in Dhaka\nBB External Service\nRadio Bhumi - FM 92.8 MHz in Dhaka\nABC Radio - FM 89.2 MHz\nDhaka FM - FM 90.4 MHz in Dhaka\nRadio Aamar - FM 88.4 MHz in Dhaka\nRadio Foorti - FM 88.0 MHz in Dhaka, Chittagong, Sylhet, Rajshahi, Khulna, Barisal, Mymensingh & Cox's Bazaar\nRadio Metrowave - 1170 kHz MW.\nRadio Today - FM 89.6 MHz in Dhaka, Chittagong, Sylhet, Barisal, Khulna, Mymensingh, Bogra & Cox's Bazaar\nJago FM - FM 94.4\nRadio Next - FM 93.2\nSpice FM\nBBC Bengali - FM 100.0 MHz\n\n\n== Bhutan ==\nAIR Bhutani\nAIR FM GOLD\nAIR NEW DELHI\nAIR NE\nBBS Radio\nCentennial FM 101\nKuzoo FM\nRadio Valley 99.9 Thimpu (www.myradiovalley.com)\nRadio Waves\n\n\n== Brunei ==\nBFBS Radio\nBFBS Radio Brunei - 101.7 FM Seria\nBFBS Gurkha Brunei - 89.5 FM Seria\nKristal Radio\nRadio Al Quran - 89.1 FM Bandar Seri Begawan /99.7 FM Kuala Belait & Tutong\nKristal FM - 90.7 FM\tBandar Seri Begawan /98.7 FM Kuala Belait & Tutong\nProgresif\nProgresif Radio (mobile application)\nRTB Brunei\nNasional FM - 92.3 FM Bandar Seri Begawan /93.8 FM & 594 AM Kuala Belait & Tutong\nPilihan FM - 95.9 FM Bandar Seri Begawan /96.9 FM Kuala Belait & Tutong\nPelangi FM - 91.4 FM Bandar Seri Begawan /91.0 FM Kuala Belait & Tutong\nHarmoni FM - 94.1 FM Bandar Seri Begawan /97.7 FM Kuala Belait & Tutong\nNur Islam Network - 93.3 FM Bandar Seri Begawan /94.9 FM Kuala Belait & Tutong\n\n\n== Cambodia ==\nRadio National of Kampuchea\nABC Cambodia Radio\nBayon Radio\nDaun Penh EFM\nFamily FM 99.5\nNRG 89.0 FM\nSarika FM\nVayo FM\nVirgin Hitz Thailand\nVoice Of Koh Santepheap\nVSK FM\nWomen's Media Centre of Cambodia\nFM 102\nWomen's Community RadioForeign Stations:\n\nBBC World Service\nRadio Australia\nAll India Radio\nRadio France International\n\n\n== China ==\n\nAIR Tibbati\nRadio Beijing Corporation\nBeijing News Radio\nBeijing Joy FM (Literary Broadcasting)\nBeijing Music Radio\nBeijing Communication Radio (Traffic's Station)\nBeijing Sports Station\nBeijing Music Station\nBeijing Foreign Broadcast\nBeijing Public Service Radio\nChina National Radio\nCNR 1 - Voice of China 106.1FM in Beijing (General/News Service)\nCNR 2 - Voice of Economy 96.6FM in Beijing (Economy/Business Station)\nCNR 3 - Music Radio 90.0FM\nCNR 4 - YouRadio 101.8 FM\nCNR 5 - Taiwan Service 1 - Sounds of China/China Voices\nCNR 6 - Taiwan Service 2 - Sounds of Divine Land/Divine Voices\nCNR 7 - Voice of Huaxia FM 104.9 - (Zhujiang delta, Hong Kong and Macao Service). |
| List of radio stations in Malaysia | This is a list of radio stations in Malaysia, ordered by location and frequency. Frequency varies in different states. |
| HCL Technologies | HCL Technologies (Hindustan Computers Limited) is an Indian multinational information technology (IT) services and consulting company headquartered in Noida. It is a subsidiary of HCL Enterprise. |
| United Technologies | United Technologies Corporation (UTC) was an American multinational conglomerate headquartered in Farmington, Connecticut. It researched, developed, and manufactured products in numerous areas, including aircraft engines, aerospace systems, HVAC, elevators and escalators, fire and security, building automation, and industrial products, among others. |
| Raytheon Technologies | Raytheon Technologies Corporation is an American multinational aerospace and defense conglomerate headquartered in Waltham, Massachusetts. It is one of the largest aerospace, intelligence services providers, and defense manufacturers in the world by revenue and market capitalization. |
| Lumen Technologies | Lumen Technologies, Inc. (formerly CenturyLink) is an American \ntelecommunications company headquartered in Monroe, Louisiana, that offers communications, network services, security, cloud solutions, voice, and managed services. |
| Language acquisition | Language acquisition is the process by which humans acquire the capacity to perceive and comprehend language (in other words, gain the ability to be aware of language and to understand it), as well as to produce and use words and sentences to communicate.\nLanguage acquisition involves structures, rules and representation. |
| Knowledge acquisition | Knowledge acquisition is the process used to define the rules and ontologies required for a knowledge-based system. The phrase was first used in conjunction with expert systems to describe the initial tasks associated with developing an expert system, namely finding and interviewing domain experts and capturing their knowledge via rules, objects, and frame-based ontologies. |
| Regulation | Regulation is the management of complex systems according to a set of rules and trends. In systems theory, these types of rules exist in various fields of biology and society, but the term has slightly different meanings according to context. |
| Preferred stock | Preferred stock (also called preferred shares, preference shares, or simply preferreds) is a component of share capital that may have any combination of features not possessed by common stock, including properties of both an equity and a debt instrument, and is generally considered a hybrid instrument. Preferred stocks are senior (i.e., higher ranking) to common stock but subordinate to bonds in terms of claim (or rights to their share of the assets of the company, given that such assets are payable to the returnee stock bond) and may have priority over common stock (ordinary shares) in the payment of dividends and upon liquidation. |
| Formula One regulations | The numerous Formula One regulations, made and enforced by the FIA and later the FISA, have changed dramatically since the first Formula One World Championship in 1950. This article covers the current state of F1 technical and sporting regulations, as well as the history of the technical regulations since 1950. |
| Chief executive officer | A chief executive officer (CEO), chief administrator officer (CAO), central executive officer (CEO), or just chief executive (CE), is one of a number of corporate executives charged with the management of an organization – especially an independent legal entity such as a company or nonprofit institution. CEOs find roles in a range of organizations, including public and private corporations, non-profit organizations and even some government organizations (notably state-owned enterprises). |
| Shareholder | A shareholder (in the United States often referred to as stockholder) of a corporation is an individual or legal entity (such as another corporation, a body politic, a trust or partnership) that is registered by the corporation as the legal owner of shares of the share capital of a public or private corporation. Shareholders may be referred to as members of a corporation. |
| Shareholders' agreement | A shareholders' agreement (sometimes referred to in the U.S. as a stockholders' agreement) (SHA) is an agreement amongst the shareholders or members of a company. In practical effect, it is analogous to a partnership agreement. |
| Equity (finance) | In finance, equity is ownership of assets that may have debts or other liabilities attached to them. Equity is measured for accounting purposes by subtracting liabilities from the value of the assets. |
| Daniels (directors) | Daniel Kwan (Chinese: 關家永) and Daniel Scheinert, collectively known as Daniels or the Daniels, are a duo of film directors and writers. They began their career as directors of music videos, including the popular DJ Snake promotional for the single "Turn Down for What" (2013). |
| Creative director | A creative director (or creative supervisor) is a person that makes high-level creative decisions, and with those decisions oversees the creation of creative assets such as advertisements, products, events, or logos. Creative director positions are often found within the television production, graphic design, film, music, video game, fashion, advertising, media, or entertainment industries, but may be useful in other creative organizations such as web development and software development firms as well. |
| Film director | A film director controls a film's artistic and dramatic aspects and visualizes the screenplay (or script) while guiding the film crew and actors in the fulfilment of that vision. The director has a key role in choosing the cast members, production design and all the creative aspects of filmmaking.The film director gives direction to the cast and crew and creates an overall vision through which a film eventually becomes realized or noticed. |
| Nelson (director) | Nelson Dilipkumar, credited in films as Nelson, is an Indian director and screenwriter who predominantly works in Tamil cinema. His films are known for featuring elements of Dark Humour. |
| Certificate authority | In cryptography, a certificate authority or certification authority (CA) is an entity that stores, signs, and issues digital certificates. A digital certificate certifies the ownership of a public key by the named subject of the certificate. |
| Certification | Certification is the provision by an independent body of written assurance (a certificate) that the product, service or system in question meets specific requirements. It is the formal attestation or confirmation of certain characteristics of an object, person, or organization. |
| Public key certificate | In cryptography, a public key certificate, also known as a digital certificate or identity certificate, is an electronic document used to prove the validity of a public key. The certificate includes information about the key, information about the identity of its owner (called the subject), and the digital signature of an entity that has verified the certificate's contents (called the issuer). |
| Green certificate | A green certificate are a tradable commodity proving that certain electricity is generated using renewable energy sources. Typically one certificate represents the generation of one Megawatthour of electricity. |
| Client certificate | In cryptography, a client certificate is a type of digital certificate that is used by client systems to make authenticated requests to a remote server. Client certificates play a key role in many mutual authentication designs, providing strong assurances of a requester's identity. |
| Risk Factors |
|---|
| COX RADIO INC Item 1A Risk Factors The following factors (in addition to others) could have a material and adverse impact on our business: A significant portion of our revenue has historically been derived from our operations in the Atlanta market |
| A significant portion of our business historically has been conducted in the Atlanta market |
| Net revenues earned from radio stations located in Atlanta represented 23prca, 25prca and 26prca of total revenues for the years ended December 31, 2005, 2004 and 2003, respectively |
| We may lose audience share and advertising revenue to competing radio stations, satellite radio and other forms of media |
| The radio broadcasting industry is a highly competitive business |
| Our radio stations compete against other radio stations and other media (including new technologies and services that are being developed or introduced) for audience share and advertising revenue |
| Factors that are material to a station’s competitive position include management experience, the station’s audience share and rank in its market, transmitter power, assigned frequency, audience characteristics, local program acceptance and the number and characteristics of other stations in the market area |
| New technologies (such as satellite-delivered and portable digital audio players) allow listeners to 16 ______________________________________________________________________ [42]Table of Contents avoid traditional commercial advertisements and offer superior sound quality as compared to terrestrial radio broadcasts |
| Competition for advertising dollars in our markets could lead to lower advertising rates as we attempt to retain customers or may cause us to lose customers to our competitors who offer lower rates that we are unable or unwilling to match |
| No assurance can be given that any of our stations will be able to maintain or increase their current audience ratings or advertising revenue share |
| Our acquisition strategy could be hampered by a lack of attractive opportunities or other risks associated with integrating the operations, systems and management of the radio stations we acquire |
| A principal component of our business strategy is the acquisition of additional radio stations |
| We intend to continue to evaluate the acquisition of additional radio stations or radio station groups |
| There can be no assurance that future acquisitions will be available on attractive terms |
| In addition, there can be no assurance that any synergies or savings will be achieved as a result of any acquisitions, that the integration of new stations or management groups into our operations can be accomplished successfully or on a timely basis, that stations acquired for their growth potential will in fact grow or that other aspects of our acquisition strategy can be implemented |
| We must respond to the rapid changes in technology, services and standards that characterize our industry in order to remain competitive |
| The radio broadcasting industry is subject to rapid technological change, evolving industry standards and the emergence of competition from new technologies and services |
| We cannot assure you that we will have the resources to acquire new technologies or to introduce new services that could compete with these new technologies |
| Various new media technologies and services are being developed or introduced, including: • satellite-delivered digital audio radio service, which offers subscriber-based satellite radio services with numerous niche formats; • audio programming by cable systems, direct-broadcast satellite systems, personal communications systems, Internet content providers and other digital audio broadcast formats; • in-band on-channel digital radio, which provides multi-channel, multi-format digital radio services in the same bandwidth currently occupied by traditional AM and FM radio services; and • low-power FM radio, which could result in additional FM radio broadcast outlets |
| We cannot predict the effect, if any, that competition arising from new technologies or regulatory change may have on the radio broadcasting industry or on our financial condition and results of operations |
| Our business depends on maintaining our licenses with the FCC We could be prevented from operating a radio station if we fail to maintain its license |
| The radio broadcasting industry is subject to extensive and changing regulation |
| The Communications Act, and FCC rules and policies require FCC approval for transfers of control and assignments of FCC licenses |
| The filing of petitions or complaints against FCC licensees could result in the FCC delaying the grant of, or refusing to grant, its consent to the assignment of licenses to or from an FCC licensee or the transfer of control of an FCC licensee |
| In certain circumstances, the Communications Act, and FCC rules and policies will operate to impose limitations on alien ownership and voting of our common stock |
| There can be no assurance that there will be no changes in the current regulatory scheme, the imposition of additional regulations or the creation of new regulatory agencies, which changes could restrict or curtail our ability to acquire, operate and dispose of stations or, in general, to compete profitably with other operators of radio and other media properties |
| Each of our radio stations operates pursuant to one or more licenses issued by the FCC Under FCC rules, radio licenses are granted for a term of eight years |
| Our licenses expire at various times between the years 2006 and 2014 |
| Although we will apply to renew these licenses, third parties may challenge our renewal applications |
| While we are not aware of facts or circumstances that would prevent us from having our current licenses renewed, there can be no assurance that the licenses will be renewed |
| Failure to obtain the renewal of any of our broadcast licenses or to obtain FCC approval for an assignment or transfer to us of a license in connection with a radio station acquisition may have a material adverse effect on our business and operations |
| In addition, if we or any of our officers, directors or significant stockholders materially violates the FCC’s rules and regulations or the Communications Act, is convicted of a felony or is found to have engaged in unlawful anticompetitive conduct or fraud upon another government agency, the FCC may, in response to a petition from a third party or on its own initiative, in its discretion, commence a proceeding to impose sanctions upon us which could involve the imposition of monetary fines, the revocation of our broadcast licenses or other sanctions |
| If the FCC were to issue an order denying a license renewal application or revoking a license, we would be required to cease operating the applicable radio station only after we had exhausted all rights to administrative and judicial review without success |
| 17 ______________________________________________________________________ [43]Table of Contents There is significant uncertainty regarding the FCC’s media ownership rules, and such rules could restrict our ability to acquire radio stations |
| The radio broadcasting industry is subject to extensive and changing federal regulation |
| Among other things, the Communications Act and FCC rules and policies limit the number of broadcasting properties that any person or entity may own (directly or by attribution) in any market and require FCC approval for transfers of control and assignments of licenses |
| In June 2003, the FCC adopted several new media ownership rules (see generally “Federal Regulation of Radio Broadcasting” and “FCC Media Ownership Limits” in Item 1 |
| Numerous parties appealed various aspects of the new rules and on June 24, 2004, the Third Circuit affirmed some of the new rules and remanded others to the FCC for further consideration |
| Although the FCC declined to seek further judicial review, other parties appealed the Third Circuit decision to the Supreme Court and on June 13, 2005, the Supreme Court declined to review the case |
| Since the Supreme Court declined to review the Third Circuit decision the FCC is obligated to revisit its media ownership rules, but as of February 25, 2006, the FCC had not initiated an administrative proceeding |
| Accordingly, the FCC’s media ownership rules remain in flux and are subject to further agency and court proceedings |
| The FCC has increased enforcement of its indecency rules against the broadcast industry |
| The FCC has enhanced its enforcement efforts relating to the regulation of indecency and has threatened to initiate license revocation proceedings against a broadcast licensee who commits a “serious” indecency violation |
| Legislation has been proposed in Congress that would dramatically increase the penalties for broadcasting indecent programming and potentially subject broadcasters to license revocation, renewal or qualification proceedings in the event that they broadcast indecent material |
| In addition, the FCC’s heightened focus on the indecency regulatory scheme, against the broadcast industry generally, has encouraged third parties to oppose broadcaster license renewal applications and applications for consent to acquire broadcast stations |
| Our ability to generate revenue could be affected by economic recession |
| We derive substantially all of our revenue from the sale of advertising time on our radio stations |
| Generally, advertising tends to decline during economic recessions or downturns |
| Furthermore, because a substantial portion of our revenue is derived from local advertisers, our ability to generate advertising revenue in specific markets is directly affected by local or regional economic conditions |
| A continued recession, or a downturn in the US economy, or in the economy of any individual geographic market in which we own or operate stations, could have a significant effect on our financial condition or results of operations |
| The loss of key personnel could disrupt the management and operations of our business |
| Our business is managed by a small number of key management and operating personnel, and our loss of one or more of these individuals could have a material adverse effect on our business |
| We believe that our future success will depend in large part on our ability to attract and retain highly skilled and qualified personnel and to expand, train and manage our employee base |
| We have entered into employment agreements with some of our key management personnel that include provisions restricting their ability to compete with us under specified circumstances |
| Cox Enterprises can control matters on which our common stockholders may vote, and its interests may conflict with yours |
| Cox Enterprises, through wholly owned subsidiaries, owns approximately 64prca of our outstanding common stock and has approximately 94prca of the voting power of Cox Radio |
| Accordingly, Cox Enterprises has sufficient voting power to elect all the members of our board of directors and effect transactions without the approval of our public stockholders, except for those limited transactions that require a separate class vote |
| The interests of Cox Enterprises, other subsidiaries of which operate businesses in other industries, including television broadcasting, broadband communications, auto auctions, Internet content development and newspapers, may from time to time diverge from our interests |
| In addition, from time to time, we enter into transactions with Cox Enterprises or its affiliates |
| For a summary of certain material transactions with Cox Enterprises, see Item 7 |
| Management’s Discussion and Analysis of Financial Condition and Results of Operations – Transactions with Affiliated Companies |
| Conflicts of interest between us and Cox Enterprises could arise with respect to business dealings with Cox Enterprises, including potential acquisitions of businesses or properties, the issuance of additional securities and the election of new or additional members of our board of directors |
| Our Audit Committee consists of independent directors and addresses certain potential conflicts of interest and related party transactions that may arise between us and Cox Enterprises and its other affiliates |
| 18 ______________________________________________________________________ [44]Table of Contents Anti-takeover and other provisions of our Certificate of Incorporation could delay or deter a change of control |
| Inability of stockholders to call special stockholders meeting; Cox Enterprises’ right to act without a meeting |
| Our certificate of incorporation provides that a special meeting of stockholders may be called only by our board of directors |
| The principal effect of this provision is to prevent stockholders from forcing a special meeting |
| In addition, our certificate of incorporation provides that any action required by the Delaware general corporate law to be taken at any annual or special meeting of stockholders, and any action which may be taken at any annual or special meeting of stockholders, may be taken without a meeting and without a vote, if a consent in writing, setting forth the action so taken, shall be signed by the holders of record of shares of our outstanding stock having not less than the minimum number of votes necessary to authorize or take such action at a meeting at which all shares entitled to vote thereon were present and voted |
| However, if stockholder action is taken by written consent, we, in accordance with the rules and regulations of the SEC, will be required to send each stockholder entitled to vote on the matter voted on, but whose consent was not solicited, a written information statement at least 20 calendar days prior to the earliest date on which the corporate action may be taken |
| Such information statement will contain information substantially similar to that which would have been contained in a proxy statement complying with Schedule 14A of the Securities Exchange Act of 1934 |
| Procedures for stockholder proposal |
| Our certificate of incorporation provides that a stockholder must furnish written notice to our corporate secretary of any nomination or business proposal to be brought before a stockholders meeting not less than 30 nor more than 60 days prior to the meeting as originally scheduled |
| In the event that less than 40 days’ public notice of a meeting is given by us, a stockholder must furnish notice of a nomination or business proposal not later than the close of business on the tenth day following the mailing or the public disclosure of notice of the meeting date |
| These procedures prohibit last minute attempts by any stockholder to nominate a director or present a business proposal at an annual stockholders meeting, even if such a nomination or proposal might be desired by a majority of the stockholders |
| Our certificate of incorporation restricts the ownership, voting and transfer of our capital stock, including the Class A common stock and the Class B common stock, in accordance with the Communications Act and the rules of the FCC, to prohibit ownership of more than 25prca of our outstanding capital stock (or more than 25prca of the voting rights of our capital stock) by or for the account of aliens or corporations otherwise subject to domination or control by aliens |
| Our certificate of incorporation also prohibits any transfer of our capital stock that would cause us to violate this prohibition |
| In addition, our certificate of incorporation authorizes our board of directors to adopt such provisions as it deems necessary to enforce these prohibitions, including the inclusion of a legend regarding restrictions on foreign ownership of our capital stock on the certificates representing such capital stock |
| The Class A common stock certificates contain a certification that must be executed by the transferee of any such certificate before transfers of the shares represented thereby may be made on our books |
| Such certification addresses whether such transferee, or any person or entity for whose account such shares will be held, is an alien |
| In addition, our certificate of incorporation provides that we reserve the right to refuse to honor any transfer of our capital stock which, in the judgment of us or our transfer agent, would or might constitute a violation of the Communications Act or the FCC rules and regulations |