The Meaning Of Moot Is Moot

• Published date: 02 August 2022
• Subject Matter: Corporate/Commercial Law, Corporate and Company Law, Securities, Shareholders
• Law Firm: Allen Matkins Leck Gamble Mallory & Natsis LLP
• Author: Mr Keith P. Bishop

The Securities and Exchange Commission recently proposed amendments that would purportedly "update certain substantive bases for exclusion of shareholder proposals" under its shareholder proposal rule, Rule 14a-8. Before 1983, Rule 14a-8(i)(10) permitted exclusion of a shareholder proposal when "the proposal has been rendered moot". This set me to thinking about the oddly inconsistent meanings of the word "moot".

The word is derived from the Old English word, gemot, which means an assembly or gathering. Thus, the king's council was known in Anglo Saxon times as the witan gemot, or gathering of wise men. J.K. Rowling coined the word wizangamot (gathering of wizards) based on this ancient word.

Apparently based on the association with assemblies or gatherings, English speakers began using "moot" as verb meaning to bring up for consideration, discussion or debate (presumably before some body). Therefore a "moot" point is something that is debatable. Oddly, "moot" is also used to describe an issue that is no longer of practical significance and hence not worthy of further analysis:

A case is moot when the decision of the reviewing court "can have no practical impact or provide the parties effectual relief. [Citation.]" (Woodward Park Homeowners Assn. v. Garreks, Inc., 77 Cal.App.4th 880, 888, 92 Cal.Rptr.2d 268 (2000).)

MHC Operating Ltd. P'ship v. City of San Jose, 106 Cal. App. 4th 204, 214, 130 Cal....