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Jenner & Block

Client Alert: Key Takeaways from SEC Fraud Charges Against the CEO, CFO, and Audit Committee Chair of Kubient

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Earlier this month, the SEC brought accounting fraud charges in the U.S. District Court for the Southern District of New York against the CEO, CFO, and Audit Committee Chair of Kubient, a company that purported to use AI...more

Rivkin Radler LLP

Zombie Companies’ Growth and Expansion: Should This Be a Surprise?

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On June 7, 2024, Bernard Condon, an Associated Press reporter, authored the article, “Zombies: Ranks of world’s most debt-hobbled companies are soaring, and not all will survive.” Condon’s article details zombie companies...more

K&L Gates LLP

ESG–Australia – Consultation Material for the 5th Edition of the Corporate Governance Council Principles and Recommendations...

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Overview - The Australian Securities Exchange (ASX) Corporate Governance Council (Council) has recently released its consultation materials for the proposed 5th Edition of the Corporate Governance Council Principles and...more

StoneTurn

Operationalizing the N.Y. Department of Financial Services Character and Fitness Guidance

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At the start of 2024, the New York State Department of Financial Services (“DFS”) issued an industry letter: Guidance on Assessment of the Character and Fitness of Directors, Senior Officers, and Managers (the “Guidance”),...more

Skadden, Arps, Slate, Meagher & Flom LLP

Matters To Consider for the 2024 Annual Meeting and Reporting Season

Companies have important decisions to make as they prepare for the 2024 annual meeting and reporting season. We have compiled this overview of the latest key issues — including SEC disclosure requirements, SEC guidance,...more

Foodman CPAs & Advisors

“Control Sustancial” Según El CTA

La Guía de Cumplimiento para Pequeñas Entidades de FinCEN publicada el 18 de septiembre de 2023 define un beneficiario real como cualquier individuo que, directa o indirectamente: ejerce un control sustancial sobre una...more

Foodman CPAs & Advisors

“Substantial Control” Under The CTA

FinCEN’s Small Entity Compliance Guide published 9/18/23 defines a beneficial owner as any individual who, directly or indirectly: exercises substantial control over a reporting company or owns or controls at least 25 percent...more

BCLP

Is It Time to Take a Fresh Look at Disclosure Controls and Procedures for CEO/CFO Certifications?

BCLP on

In New England Carpenters Guaranteed Annuity and Pension Funds v. DeCarlo (Aug. 2023), the Second Circuit held, among other things, that CEO/CFO certifications mandated by SOX Section 302 constitute non-actionable statements...more

Vinson & Elkins LLP

General Counsels on the Front Line: Balancing ESG and Economic Priorities

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In steering their companies through a complex, ever-changing era of corporate citizenship, general counsels face economic headwinds — and relentless pressure to evolve....more

Fenwick & West LLP

Gender Diversity Survey—2018 Proxy Season Results

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The Fenwick & West Gender Diversity Survey provides unique insight into women’s participation at the most senior levels of public technology and life sciences companies in the Silicon Valley 150 Index (SV 150) and the large...more

McDermott Will & Emery

Corporate Law & Governance Update - February 2019

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INCREASING FOCUS ON CORPORATE PURPOSE - There is a notable increase in governance discourse on the relationship of corporate purpose to sustainable revenue growth, in the context of changing social and political...more

Parker Poe Adams & Bernstein LLP

Ninth Circuit Holds SOX Gives SEC Power to Cause Executives to Disgorge Incentive Compensation Based on Others' Misconduct

Rule 13a-14 issued under the Sarbanes-Oxley Act (SOX) requires that Chief Executive Officers and Chief Financial Officers certify the accuracy of the public company’s financial statements. Section 304 of SOX states that CEOs...more

McDermott Will & Emery

Corporate Law & Governance Update - August 2016

The Hershey Governance Settlement - On Friday, July 29, the Pennsylvania Attorney General, the Hershey Trust Company and the Milton Hershey School, entered into a written settlement resolving an investigation conducted...more

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