Ed Batts

Ed Batts

Orrick, Herrington & Sutcliffe LLP

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SEC Approves NASDAQ Golden Leash Disclosure

In the past couple of years, a relatively hot area of the sometimes rather lackluster world of bylaws amendments has centered on requiring candidates for election to a board of directors to disclose any compensation...more

7/22/2016 - Board of Directors Disclosure Requirements Dodd-Frank Executive Compensation Golden Leash Arrangements Nasdaq NYSE SEC Stock Exchange

Yet Another Congressional Proposed Corporate Reform: Proxy Advisory Firms in the Crosshairs.

Over the past six months, U.S. legislators have engaged in an unusual burst of energy to introduce three separate bills regulating various areas affecting U.S. public company corporate governance: - The Cybersecurity...more

7/20/2016 - Business Model Conflicts of Interest Corporate Counsel Corporate Governance Cybersecurity Disclosure Requirements Filing Requirements Glass Lewis Hedge Funds Investors ISS Proposed Legislation Proxy Advisors Publicly-Traded Companies Registration Schedule 13D SEC

Yet Another Congressional Proposed Corporate Reform: Proxy Advisory Firms in the Crosshairs

Over the past six months, U.S. legislators have engaged in an unusual burst of energy to introduce three separate bills regulating various areas affecting U.S. public company corporate governance...more

7/8/2016 - Corporate Governance Cybersecurity Disclosure Requirements Filing Requirements Glass Lewis Investors ISS Proposed Regulation Proxy Advisors Publicly-Traded Companies Registration Requirement Schedule 13D SEC

Cybersecurity, Boards and Cyber-Board “Experts”: Caution Should Rule

A continuing frequent question from public companies is how a board should be constituted to oversee cybersecurity. Many public companies foist this additional burden on the audit committee. Those large enough to have a...more

5/20/2016 - Board of Directors Cybersecurity Delaware General Corporation Law Fiduciary Duty Proposed Legislation Publicly-Traded Companies

Cybersecurity, Boards and Cyber-Board "Experts": Caution Should Rule

A continuing frequent question from public companies is how a board should be constituted to oversee cybersecurity. Many public companies foist this additional burden on the audit committee. Those large enough to have a...more

5/16/2016 - Board of Directors Business Judgment Rule CISO Corporate Governance Cybersecurity Data Protection Disclosure Requirements Fiduciary Duty NIST Popular Proposed Legislation

Orrick Alert: Congressional Move May Significantly Affect Activist Strategies - Schedule 13D: Congressional Move May Significantly...

In March, a group of Democratic senators introduced legislation, currently sitting with the Committee on Banking, Housing and Urban Affairs, to tame the purported disclosure skullduggery of activist investors...more

5/6/2016 - Activist Hedge Funds Disclosure Requirements Dodd-Frank Financial Markets Investment Proposed Legislation Schedule 13D SEC

2016 US Public Company Helpful Checklists

The Public Company short checklist has been update for 2016 information. Please see full Checklist below for more information. ...more

5/5/2016 - Filing Requirements Form 8-K Publicly-Traded Companies SEC

2016 Mergers and Acquisitions Helpful Checklists

The M&A short checklist has been update for 2016 information. Please see full Checklist below for more information. ...more

5/5/2016 - Acquisitions Delaware General Corporation Law Form 8-K Hart-Scott-Rodino Act Mergers Threshold Requirements

Schedule 13D: Congressional Move May Significantly Affect Activist Strategies

In March, a group of Democratic senators introduced legislation, currently sitting with the Committee on Banking, Housing and Urban Affairs, to tame the purported disclosure skullduggery of activist investors....more

5/4/2016 - Pending Legislation Schedule 13D SEC Shareholder Activism

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