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The SEC’s Final Rules on Climate-Related Disclosures: A Guide for In-House Counsel

The US Securities and Exchange Commission’s recently adopted rules governing climate-related disclosures, although significantly pared back from the rules proposed two years ago, represent a major change to the existing...more

Update on Securities and Exchange Commission’s Landmark Proposed Climate- Change Disclosure Rulemaking

Things to Consider - Rulemaking - Coordinate closely with trades to ensure their comments reflect concrete information about impracticability and cost; these make a difference in the admin record upon judicial review...more

Corporate Governance Considerations Under the SEC's Proposed Climate Disclosure Rules

As we have noted previously, the U.S. Securities and Exchange Commission’s recently proposed rules governing climate-related disclosures, if adopted as proposed, would represent a sea change to the existing public-company...more

Summary Outline of SEC's Proposed Rule on Climate-Related Disclosure and Accounting

The SEC’s proposed rule on climate-related risks includes amendments to both the financial reporting requirements (Reg S-X) and the narrative disclosure requirements (Reg S-K). The proposal interlinks the new requirements,...more

The SEC's Proposed Rules on Climate-Related Disclosures – What to Do Now: A Guide for In-House Counsel Facing the Proposed Rules

The U.S. Securities and Exchange Commission’s recently proposed rules governing climate-related disclosures, if adopted as proposed, would represent a sea change to the existing public-company disclosure regime...more

Complying with the SEC's New Requirements for InLine XBRL Tagging of Cover Page Information: Clarification Regarding Exhibit 104

In March 2019, the Securities and Exchange Commission adopted final rules amending Regulation S-K and related rules and forms to modernize and simplify disclosure requirements for registrants. These amendments follow from the...more

SEC Adopts Amendments to Modernize and Simplify Disclosure Requirements

The Securities and Exchange Commission has adopted final rules amending Regulation S-K and certain other rules and forms to modernize and simplify disclosure requirements. Among other matters, the amendments reduce and...more

SEC Approves PCAOB's New Rules on Auditor Reports

The Securities and Exchange Commission has approved the Public Company Accounting Oversight Board’s (PCAOB) proposed Auditing Standard 3101, The Auditor’s Report on an Audit of Financial Statements When the Auditor Expresses...more

Frequently Asked Questions About the SEC's New Rules Requiring Hyperlinked Exhibits in Exchange Act and Securities Act Filings

On March 1, 2017, the Securities and Exchange Commission adopted changes to rules and forms that will require companies to provide hyperlinks to the exhibits listed in the exhibit index in most reports and registration...more

SEC Releases New Interpretations on CEO Pay Ratio Disclosure

On October 18, 2016, the staff of the Division of Corporation Finance of the Securities and Exchange Commission published five new Compliance & Disclosure Interpretations (CDIs) related to CEO pay ratio disclosures. The CDIs...more

Proxy Access Shareholder Proposals: SEC Staff Responds to Requests to Exclude on “Substantially Implemented” Grounds

The staff of the SEC Division of Corporation Finance has posted on its website 18 no-action letters related to requests for exclusion of proxy access shareholder proposals from proxy statements. The SEC staff granted relief...more

FAST Act - Capital Markets Provisions

On December 4, President Obama signed a $305 billion transportation bill, referred to as the FAST Act, into law. While primarily a transportation bill, the FAST Act includes a number of key capital markets provisions aimed at...more

What You Need to Know About the SEC's New Pay Ratio Disclosure Rules

On August 5, 2015, the Securities and Exchange Commission voted to approve final rules to implement pay ratio disclosure pursuant to Section 953(b) of the Dodd-Frank Wall Street Reform and Consumer Protection Act. As required...more

SEC Proposes Rules for Pay for Performance Disclosure

On April 29, 2015, the Securities and Exchange Commission proposed rules requiring companies to disclose the relationship of executive pay to performance as required by Section 953 of the Dodd-Frank Wall Street Reform and...more

SEC Proposes Rules for Hedging Policy Disclosure

The Securities and Exchange Commission has proposed rules to implement the disclosure of hedging policies as required by Section 955 the Dodd-Frank Wall Street Reform and Consumer Protection Act. ...more

SEC Staff Revises Guidance on Shortened Debt Tender Offers, Expands Guidance to Cover Tender Offers for High-Yield Debt and...

The staff of the Securities and Exchange Commission recently issued a no-action letter that substantially revises its long-standing guidance for shortened tender offers for non-convertible debt securities. The letter permits...more

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