Plains All American Pipeline, L.P. (NYSE:PAA) Files An 8-K Other EventsItem 8.01 Other Events.
Deadlines for Submission of Unitholder Proposals and Nominations for 2018 Annual Meeting
We are governed indirectly by the board of directors (the “Board”) of PAA GP Holdings LLC (“GP Holdings”), which is the general partner of Plains GP Holdings, L.P. (“PAGP). Beginning in 2018, PAGP will hold an annual meeting of its ClassA, ClassB and ClassC shareholders for the purpose of electing directors to fill the positions held by certain members of the Board with expiring terms. We own 50% of the PAGP ClassC shares. We will hold an annual meeting immediately prior to the PAGP annual meeting to allow our unitholders to cast a “pass-through” vote instructing us how to vote our ClassC shares in the PAGP election. We will vote (or refrain from voting) our ClassC shares in the election in the same proportion as our common unitholders vote (or refrain from voting) their common units at our annual meeting on a “pass-through” basis. We intend to hold our annual meeting in May2018. The exact date, time and location will be included in the notice of the meeting that will be mailed to unitholders in advance of the 2018 annual meeting.
Any unitholder who, in accordance with Rule14a-8 under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), wishes to submit a proposal for inclusion in our proxy statement for the 2018 annual meeting must submit their proposal in writing, along with proof of eligibility, to our principal executive offices in care of the Corporate Secretary by mail to 333 Clay Street, Suite1600, Houston, Texas 77002. Proposal submissions must be received no later than the close of business (5:00 p.m.Central Time) on December15, 2017 to be considered timely. We encourage any unitholder interested in submitting a proposal to consult knowledgeable counsel with regard to the detailed requirements of applicable securities laws. Submitting a proposal does not guarantee that we will include it in our proxy statement.
In addition, to Section13.13 of our Seventh Amended and Restated Agreement of Limited Partnership (the “PAA Partnership Agreement”), any eligible unitholder who owns common units equal in number to 10% or more of the outstanding ClassA, ClassB and ClassC shares of PAGP, taken together as a single class, is entitled to direct our general partner to cause us to nominate one person for election as a PAGP Eligible Director in accordance with Section13.4(c)(ii)of PAGP’s Second Amended and Restated Agreement of Limited Partnership (the “PAGP Partnership Agreement”). Eligible unitholders who wish to submit a nomination must deliver written notice thereof to our principal executive offices in care of the Corporate Secretary by mail to 333 Clay Street, Suite1600, Houston, Texas 77002. Any such notice must comply with Section 13.13 of the PAA Partnership Agreement and the procedures set forth in Section13.4(c)(ii)of the PAGP Partnership Agreement, including the informational requirements included in Section13.4(c)(ii)(A)(3) of the PAGP Partnership Agreement, and must be received no later than the close of business (5:00 p.m.Central Time) on December15, 2017 to be considered timely. We will not entertain any nomination at the annual meeting that does not meet the requirements set forth in the PAA Partnership Agreement and PAGP Partnership Agreement. Again, we encourage unitholders to seek advice from knowledgeable counsel before submitting a proposal or nomination. The PAA Partnership Agreement is filed as Exhibit3.1 to PAA’s Current Report on Form8-K filed on October12, 2017, and the PAGP Partnership Agreement is filed as Exhibit3.2 to PAA’s Current Report on Form8-K filed on November21, 2016.
