The Public Company Accounting Oversight Board (“PCAOB”) announced on December 15, 2022 that it has secured complete access to inspect and investigate audit firms in mainland China and Hong Kong for the first time in history....more
12/22/2022
/ Audits ,
Capital Markets ,
China ,
China Securities Regulatory Commission (CSRC) ,
Corporate Governance ,
Delisting ,
Foreign Jurisdictions ,
Hong Kong ,
Listing Standards ,
PCAOB ,
Publicly-Traded Companies ,
Securities and Exchange Commission (SEC)
On August 26, 2022, the U.S. and Chinese governments reached a Statement of Protocol (“SOP”) Agreement regarding cooperation on inspecting the audit work papers of U.S.-listed Chinese companies. The SOP is the culmination of...more
On December 18, 2020, the Holding Foreign Companies Accountable Act (the “Act”) was signed into law by President Trump after it was passed unanimously by the U.S. House of Representatives on December 2, 2020. The Act is...more
1/22/2021
/ Capital Markets ,
Financial Markets ,
Foreign Corporations ,
Listing Standards ,
New Legislation ,
PCAOB ,
Publicly-Traded Companies ,
Regulatory Reform ,
Sarbanes-Oxley ,
Securities and Exchange Commission (SEC) ,
Securities Regulation
In response to U.S. President Trump’s June 4 Memorandum calling for “firm, orderly action to end the Chinese practice of flouting American transparency requirements without negatively affecting American investors and...more
8/27/2020
/ Audits ,
Capital Markets ,
China ,
Cross-Border Transactions ,
Disclosure Requirements ,
Foreign Investment ,
Investor Protection ,
Listing Rules ,
PCAOB ,
Securities and Exchange Commission (SEC) ,
Transparency ,
Trump Administration ,
Working Groups
Executive Summary. On May 21, 2020, the Securities and Exchange Commission (SEC) adopted amendments to the current rules that require public companies to disclose financial information on significant acquisitions and...more
On May 20, 2020, the U.S. Senate passed S.945, the Holding Foreign Companies Accountable Act (“Bill”), which requires certain public companies to disclose whether they are owned or controlled by a foreign government,...more
5/31/2020
/ China ,
China Securities Regulatory Commission (CSRC) ,
Corporate Governance ,
Disclosure Requirements ,
Foreign Governments ,
Investor Protection ,
Legislative Agendas ,
Listing Standards ,
Nasdaq ,
NYSE ,
PCAOB ,
Publicly-Traded Companies ,
Regulatory Agenda ,
Regulatory Oversight ,
Securities and Exchange Commission (SEC) ,
Securities Regulation
After years of sky-high valuations, private equity funds and strategics will have ample opportunity to buy technology companies at a discount in the wake of the COVID-19 crisis. This article highlights the unique...more
5/16/2020
/ Business Development ,
Business Opportunities ,
Compensation & Benefits ,
Coronavirus/COVID-19 ,
Corporate Sales Transactions ,
D&O Insurance ,
Distressed Assets ,
Economic Downturn ,
Emerging Technology Companies ,
Fiduciary Duty ,
Layoff Notices ,
Transitional Arrangements ,
WARN Act
The COVID-19 pandemic is testing the oversight and management skills of directors and officers (“D&Os”) of all businesses, especially lean private companies....more
Earlier this week, Atlassian published its form acquisition letter of intent under the banner of The M&A Process is Broken: It’s outdated, inefficient and combative.
...more
The California Legislature has approved and sent to the Governor for signature a bill ("SB 826") requiring companies incorporated in California and foreign corporations (such as Delaware corporations) headquartered in...more
9/4/2018
/ Corporate Governance ,
Diversity ,
Diversity and Inclusion Standards (D&I) ,
Employer Liability Issues ,
Foreign Corporations ,
Gender Discrimination ,
Gender Equity ,
Legislative Agendas ,
Pending Legislation ,
Publicly-Traded Companies ,
State and Local Government
On February 27, 2017, the Delaware Court of Chancery addressed an important matter of first impression under Delaware law: "Must a plaintiff seeking corporate records under Section 220 of the Delaware General Corporation Law...more
The SEC (by a 2-1 vote) has proposed amendments to the proxy rules that would mandate the use of a system of universal proxy cards in contested director elections. Universal proxy cards would include the names of both company...more