The New York Stock Exchange (NYSE) recently filed a proposal with the Securities and Exchange Commission (SEC) to delete Rule 312.07 of its listing standards. The historically controversial shareholder voting rule currently...more
The SEC has elaborated on its Rule 14a-8(i)(3) analysis in its recent responses to registrant request for no-action letters.
Shareholder proposals often reference definitions found in NYSE and NASDAQ listing standards...more
On January 11, 2013, the Securities and Exchange Commission (SEC) issued final orders approving The NASDAQ Stock Market (Nasdaq) and the New York Stock Exchange (NYSE) proposed listing standards relating to compensation...more
On December 20, 2012, ISS released two lengthy sets of FAQs on 2013 compensation and non-compensation related policies. The following are issues addressed in the FAQs....more
The following issues are among those addressed in ISS' non-compensation-related FAQs...
On December 4, 2012 Institutional Shareholder Services (ISS) released a total of 26 FAQs on ISS' peer group selection methodology and processes by which companies may update peer group information with ISS....more
On November 16, 2012, Institutional Shareholder Services (ISS) released its 2013 Corporate Governance Policy Updates and Procedures. Certain key policy changes are...more
On November 14, 2012, the SEC and Department of Justice (DOJ) released a Resource Guide to the U.S. Foreign Corrupt Practices Act (FCPA). The 120-page guide provides in-depth analysis of the SEC and DOJ approach to FCPA...more
On October 16, 2012, the staff of the Division of Corporation Finance of the Securities and Exchange Commission (SEC) released Staff Legal Bulletin No. 14G (SLB 14G). The release is the eighth staff legal bulletin discussing...more
On July 2, 2012, we published an alert summarizing the SECs adoption of Exchange Act Rule 10C-1, which required national securities exchanges to adopt rules for listed companies related to compensation committee and...more
On August 31, 2012, the SEC issued fee advisory #7, which increases fees paid by public companies for registrations with the SEC to $136.40 per million dollars, effective October 1. This represents an increase of more than 19...more
On August 22, 2012, the SEC adopted rules mandated by Dodd-Frank Wall Street Reform and Consumer Protection Act, which added a new section Section 13(q) to the Exchange Act....more
On August 22, 2012, the SEC adopted a rule mandated by the Dodd-Frank Wall Street Reform and Consumer Protection Act, which requires issuers to conduct a good faith reasonable country of origin inquiry and publicly disclose...more
On July 13, 2012, the Office of the Chief Accountant of the Securities and Exchange Commission (SEC) published a final staff report evaluating the implications of incorporating the International Financial Reporting Standards...more
On June 20, 2012, the Securities and Exchange Commission (SEC) approved new rule 10C-1 under Section 10C of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), and amendments to proxy disclosure rules under...more