California Secretary of State Debra Bowen launched a long-awaited online voter registration system Wednesday. Finally: the Golden State has joined the 21st century.

With just seven weeks until the November 6 General election, which features the presidential race and 11 statewide ballot initiatives, the new online registration system comes at a crucial time.

To be eligible to vote November 6, complete electronic forms must be submitted before midnight (Pacific Time) on October 22.

To register online you need your California driver license or identification card number, the last four digits of your social security number and your date of birth. Your information will be provided to the California Department of Motor Vehicles (DMV) to retrieve a copy of your DMV signature. You can do so here: https://rtv.sos.ca.gov/elections/register-to-vote/

State Sen. Leland Yee (D-San Francisco/San Mateo) authored the legislation, signed by Gov. Jerry Brown last year, that makes California the 11th state to offer online voter registration.

“I am thrilled to see that we are finally using technology to help people participate in our democracy,” said Yee in a statement last month. “Online registration will help increase voter participation, especially among young people and other traditionally disenfranchised citizens.”

The state’s 11 ballot measures cover everything from Jerry Brown’s tax proposal to efforts to repeal the death penalty and require labeling of genetically engineered foods. Are you ready? Take this quiz on the 11 ballot props and find out: http://www.mercurynews.com/quiz/ci_21546571/quiz-california-ballot

A proposal on the agenda of Symantec’s Sept. 23 annual meeting calls for lowering the threshold of how much an investor owns of the company’s stock in order to have the right to call for a special meeting. Rather than listing the name of the stockholder putting forth the proposal, along with the number of shares the shareholder owns of Symantec stock, the proxy offers to give the information to shareholders “upon receiving a written or oral request” for the information.

However, a statement in support of the proposal is credited to Kenneth Steiner, about whom no further information is provided. He states that similar proposals at Occidental Petroleum
FirstEnergy and Marathon Oil “won impressive 2008 support”.

He goes on to say that the merits of the proposal should “also be considered in the context of the need for further improvements in our company’s corporate governance and in individual director performance.”

Among the governance issues Steiner cited were the fact that, until he stepped down as chief executive, CEO John Thompson “was both our Chairman and CEO” — most governance experts believe the role of chief executive and chairman of the board should be held by separate individuals — and that at the same time he held two outside board seats, raising an “over-extension concern.”

Stein names three of Symantec’s current board members who also serve on board’s of company’s who have received “D” grades on their corporte governance practices from the Corporate Library, including Michael Brown, who also serves on the board of Nektar Therapeutics, Geraldine Laybourne, also a director on Electronic Arts’ board, and Robert Steve Miller who serves on the board of Delphi.

In its own defense the current Symantec board points out that the company’s current policy of requiring a 25 percent holding by a shareholder who wants to propose a special meeting is sufficient. It also cited its declassified board, meaning that all members stand for re-election each year along with the fact that the company has no “poison pill” in place to help protect itself from unsolicited offers.

Kana Software, who’s largest shareholder cried foul after the company announced on June 17 that it would hold its annual meeting four weeks later on July 15 thereby depriving the investor of a chance to nominate its own director to Kana’s board, evidently had second thoughts.

In a press release dated June 25 but not filed with the Securities and Exchange Commission until today, Kana said it would move the meeting date to Dec. 1 at 10 a.m. The company also spelled out that the new deadline for submitting stockholder proposals for the meeting’s agenda is “on or before Aug. 3.”

That should give KVO Capital Management, a New Hampshire investment firm that holds 3.35 million shares, or 8.1 percent, sufficient time to nominate a candidate to challenge the only incumbent member of the board of directors standing for reelection at this year’s meeting.

The investor filed a complaint against Kana on June 22 in the Court of Chancery in Delaware , where Kana is incorporated, seeking to have the July 15 meeting postponed “until the stockholders have had an opportunity to nominate directors in accordance with the company’s bylaws.”

When KVO first notified the SEC in November that it controlled a greater-than 5 percent stake in Kana, the investor told the company’s board it “would be well served to consider significant changes in business strategy and corporate governance,” including selling the company and cutting expenses “immediately.”

In its filing with the SEC today, Kana cautioned that the “submission of a stockholder proposal does not guarantee that it will be included” in the company’s statement. “There are additional requirements regarding stockholder proposals,” the company warned, referring any stockholder contemplating submitting a proposal to the SEC’s Rule 14a-8.

For those in search of loopholes, or how to avoid them, get out your No-Doze. The SEC’s summation of its final rule on the topic runs to more than 18,000 words.

The Securities and Exchange Commission said today it has proposed revisions to some of its rules related to proxy disclosures that the Commission says would include information about:

• The relationship of a company’s overall compensation policies to risk.
• The qualifications of directors, executive officers and nominees.
• Company leadership structure.
• Potential conflicts of interests of compensation consultants.

The proposals are also intended to improve the reporting of annual stock and option awards to company executives and directors as well as to require quicker reporting of election results. The Commission also proposed amendments to the proxy rules intended to clarify how they operate.

The SEC is seeking public comment about the rule amendments, which have yet to be posted on its Web site, but which it says will be posted “as soon as possible.”

Bruce Peacock resigned today from the board of directors after serving less than two years there, where he also chaired its audit committee and was deemed its “financial expert” as defined by SEC rules. The resignation would leave the company with only two directors serving on its audit committee, a technical violation of a Nasdaq requirement that it be staffed by at least three independent directors.

Peacock, a venture partner at SV Life Sciences Advisers since 2006, joined the board at Neurogesx in August 2007. Since then he was named chief executive at Alba Therapeutics, a Baltimore-based pharmaceutical company developing products to treat autoimmune and inflammatory diseases.

In other news, Neurogesx, which is developing treatments for pain, today became an official component of the Russell 3000 index, one of the broadest measures of stock performance.

Neurogesx shares, which have risen more than 400 percent so far this year, fell today 8 cents, or 1.3 percent, to $5.92.

We previously noted in March about the approval Neurogesx received by the European Medicines Agency’s committee for medicinal products for human use of Qutenza, its treatment of peripheral neuropathic pain in non-diabetic adults.

Last week the company entered an exclusive distribution deal with the European subsidiary of Astellas Pharma, including marketing an licensing for the commercialization of Qutenza in the 27 countries of the European Union, Iceland, Norway, and Liechtenstein as well as Switzerland, certain countries in Eastern Europe, the Middle East and Africa.

The board of directors at Electronics for Imaging apparently batted 1.000 at the company’s annual meeting Friday when all the directors were reelected and all the proposals the board submitted to its shareholders for a vote passed.

But the perfect record obscured the fact that the board decided at the last minute to pull a proposal asking shareholders to approve a one-time “fair-value” option exchange program for the company’s top executives, according to a filing the company made with the SEC Monday.

The exchange would have allowed the officers to turn in underwater stock option grants in exchange for a lesser number of restricted shares. A similar proposal for all other employees remained on the agenda and was OK’d by shareholders.

Was the exchange program for the top brass pulled because the early proxy voting indicated it would be voted down? We asked the company, but failed to get a response.

Perhaps investors, having seen EFI’s stock price lose value over each of the last three years—it dived 57 percent in 2008 alone—were not in a giving mood when it came to the company’s leaders.

Kana Software’s second largest investor cried foul Monday, alleging that its board of directors was acting unfairly “to hold an uncontested election in troubled times and in the face of stockholder dissatisfaction” in a complaint it filed seeking to postpone the Menlo Park company’s annual meeting.

KVO Capital Management, a New Hampshire investment firm that holds 3.35 million shares, or 8.1 percent, of Kana, said it was blind sided last week when Kana said it would hold its yearly gathering on July 15, or four weeks from the day it filed the news with the Securities and Exchange Commission Wednesday.

That’s because KVO wanted to nominate a candidate to challenge the only incumbent member of the board of directors — but was told by Kana that company bylaws require that such nominations must be sent to Kana’s corporate secretary “not less than” 120 days before the annual meeting.

The deadline “had long since passed,” Kana told KVO, according to the complaint.

The unpleasantness could not have been a surprise to Kana.

When KVO first notified the SEC in November that it controlled a greater-than 5 percent stake in Kana, the investor told the company’s board it “would be well served to consider significant changes in business strategy and corporate governance,” including selling the company and cutting expenses “immediately.”

In January, KVO sent Kana’s board a letter requesting a list of its stockholders so that it could communicate with them “in connection with a contemplated shareholder proposal by KVO for inclusion in Kana’s next proxy statement,” a report sent to shareholders before their annual meeting.

In February, KVO Portfolio Manager Robert Ashton sent an e-mail to Kana General Counsel William Bose informing him that KVO was considering taking action at the next annual meeting, either by way of a stockholder proposal or through director nominations, or both, after it evaluated Kana’s 2008 fourth quarter and year-end results.

Aware of Kana’s 120-day advance-notice rule, Ashton told Bose he expected that Kana would “provide adequate notice of the 2009 annual meeting to allow its stockholders to nominate directors or make proposals in compliance” with the company’s bylaws, according to the complaint.

Ashton also “advised” Bose that “Delaware courts have limited the ability of companies to enforce advance notice provision in their bylaws when they have the effect of frustrating the stockholder franchise or making stockholder nominations of other proposals impossible or impracticable.”

Kana did not reply to a request we made for comment on the complaint. If and when the company files a response in court, we’ll endeavor to share it. Late Monday the company issued a press release ostensibly designed to “remind” Kana shareholders of its July 15 annual meeting in which it stated:

“It has additionally come to our attention that KVO has filed a request for an injunction in the Delaware courts to delay our scheduled meeting to give KVO time to nominate an alternative board member. We believe KVO’s request is without merit, given the fact that the bylaw provision at issue, which sets the deadline for stockholder nominations, has been part of our bylaws, and publicly available, for many years, and that KVO itself has admitted in their complaint that they were aware of this deadline, and had determined to nominate a candidate, well in advance of the deadline, but still failed to take action until after the deadline had passed. Accordingly, KVO and our other stockholders have had a full opportunity to nominate candidates prior to this deadline.”

KVO Capital Management, the investment firm that advised the management of Kana Software in November that it “would be well served to consider significant changes in business strategy and corporate governance,” today nominated its own candidate for the one director slot up for election to Kana’s classified board at its annual meeting scheduled for July 15.

KVO’s candidate, Melvin Keating, would face off against Stephanie Vinella, who currently serves as a Class I director and has been renominated by the board to serve another term until until the annual meeting of stockholders held in the year 2012. Vinella, who joined the board in 2004 and currently serves on its audit, governance & nominating, and strategy committees, is chief financial officer of Panasas who received her B.S. degree in accounting from the University of San Francisco and an M.B.A. from Stanford.

Keating, 62, is a New Jersey-based consultant to private equity groups he is unable to name because of his consulting agreements. He currently serves on the board’s of Aspect Medical Systems and White Electronic Designs.

In March, Kana filed notice with the SEC that it would be unable to file its annual 10-K financial report on time “without unreasonable effort and expense because (it) has not completed the processes for the year-end preparation and audit of its financial statements. The company eventually filed the report May 15, three days after KVO first notified the company that it intended to nominate its own director slate at the company’s next shareholder meeting because “it is apparent that Kana has chosen to ignore the obvious business imperative requiring significant cuts in its operations and instead has determined to continue to pursue its failed 13-year business strategy reliant on equity raises and bank financing.”

Three days later on May 18 Kana told the SEC it would be late in filing its quarterly 10-Q report a day before the company announced the resignation of Chief Financial Officer Micahel Shannahan after little more than a year with the company “to pursue other interests.” (It was Shannahan’s sixth job in 10 years.)

KVO is Kana’s second largest shareholder controlling 3.35 million shares, or 8.1 percent. When if first shared its frustration with the company in December, among the changes it was urging the company’s management to make was immediately cutting expenses. The company disclosed in its proxy filed Wednesday that it paid Chief Executive Michael Fields about $65,000 in housing allowance last year in addition to his $360,000 salary, in lieu of a raise.

IPass, the Redwood City developer of business-mobility software whose board has spent much of the last two years struggling with large and disgruntled investors, has agreed to “take steps to return to shareholders” up to $40 million, according to a deal it has reached with Foxhill Master Fund. Foxhill, which owns about 7 percent of iPass’s outstanding shares, had launched a proxy battle to declassify the iPass board, forcing all directors to stand for re-election each year rather than serving in various overlapping terms. It also nominated three people of its own choosing to serve on the iPass board.

One of the three, Kenneth Traub, has been elected to the iPass board, which also agreed as part of its settlement with Foxhill to appoint a second new director, Gary Griffiths, to the board shortly after the company’s 2009 annual meeting following the resignation one of its current directors.

Griffith, who was not among the dissident slate originally nominated by Foxhill, is chairman and chief executive of of LiteScape Technologies, a private company that develops and sells VoIP and mobile software applications. Prior to joining LiteScape, Gary was a vice president at Cisco and president in charge of operations at Web-EX prior to its acquisition by Cisco.

The board at iPass agreed to continue to advocate in favor of the declassification of the board and to pay up to $150,000 to cover Foxhill’s expenses related to its proxy battle.

The $40 million is designed to be distributed in two stages, with $20 million set to be paid “as soon as practicable” following stockholder approval, at a special meeting of stockholders, of an amendment to iPass’ outstanding stock options and equity awards, and related plans. The amendment would provide that the value of the equity awards would not be impaired by the dividend. The special meeting is expected to occur in the third quarter of 2009.

The second half of the money would be returned by the end of this year through a tender offer, cash dividend or other form determined by the board of directors, subject to certain conditions, including an approval vote of the shareholders and the assurance by legal counsel that such payment would not breach the board’s fiduciary duty.

Altigen Communications, the Fremont provider of Internet phone systems that had scheduled a special shareholders meeting for Tuesday to seek approval of a new equity incentive plan and employee stock purchase program, postponed the meeting late Friday in order “to provide adequate time for AltiGen to present additional information to its stockholders in light of certain recent public comments made by one of the company’s existing stockholders,” according to a press release the company put out.

The “existing shareholder” making the public comments would be Eric Wanger, a former director who resigned his seat in January after the board informed him he would not be re-nominated at its regular shareholder meeting in February. Late last year Wanger belatedly filed notice of some stock purchases he had made between January 2007 and September 2008, some of which the board said took place during so-called “blackout periods” during which the company’s insider trading policy prohibits its executives and board members from trading in the company’s stock.

Wanger became the company’s largest shareholder after purchases he made after resigning from the board, vaulting his holdings ahead of those of Lloyd Miller. Wanger now owns 11.3 percent of the company compared to Miller’s 10.9 percent. Company founder and chief executive Gilbert Hu is in third place with 6.2 percent.

In our article in Sunday’s section of the print edition, whose deadline was early Friday afternoon, we wrote about Wanger’s dissatisfaction with the current board expressed in a letter dated May 15.

A new meeting has been scheduled from May 26, 2009 to June 18, 2009, and the location of the  meeting was also changed to the what will the company’s new headquarter effective June 1 at 410 East Plumeria Drive in San Jose.

The most important reason for the postponement may well have been the last factor cited by the company in its Friday press release: “it has become apparent that additional votes would be required in order to attain a necessary quorum of stockholders at the originally scheduled meeting date.”