News & Analysis as of

Corporate Governance Shareholders Disclosure Requirements

BCLP

Selected Recent Developments for Public Companies

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Public companies should take note of several recent developments, including: ..Reversal of the Pegasystems trade secrets lawsuit that nevertheless preserves guidance to take care when describing litigation as “without...more

Alston & Bird

Navigating AI-Related Disclosure Challenges: Securities Filing, SEC Enforcement, and Shareholder Litigation Trends

Alston & Bird on

Companies’ accelerating reliance on artificial intelligence (AI) means heightened Securities and Exchange Commission (SEC) and shareholder plaintiff scrutiny. Our Securities Litigation Group underscores what companies need to...more

KPMG Board Leadership Center (BLC)

Oversight of climate disclosures: SEC stay doesn’t mean stop

Despite the sense of relief that many companies initially felt with the SEC’s stay of its climate disclosure rules, the pause is unlikely to temper the forces demanding climate disclosures by other means. In the latest paper...more

KPMG Board Leadership Center (BLC)

[Webinar] Lessons from the 2024 Proxy Season - June 27th, 11:00 am - 12:00 pm EDT

Join us for the next KPMG Board Leadership Center quarterly webcast as we discuss trends from the proxy season. Topics - A look at proxy voting trends and outcomes - The board’s story and corporate disclosure -...more

Skadden, Arps, Slate, Meagher & Flom LLP

Hong Kong Regulatory Update - May 2024

查看中文 This update primarily provides an overview of key regulatory developments in the first quarter of 2024 relevant to companies listed, or planning to list, on The Stock Exchange of Hong Kong Limited (HKEx) and their...more

Skadden, Arps, Slate, Meagher & Flom LLP

The Informed Board - Spring 2024

Artificial intelligence is not just about chatbots. Increasingly, it is used by government for enforcement, and boards need to prepare for that, just as they need to get ready for upcoming climate disclosure requirements....more

Fenwick & West LLP

ESG Insights: Silicon Valley’s Largest Public Tech and Life Sciences Companies Expanded ESG Reporting in 2023

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Amidst challenges and conflicting demands from a variety of stakeholders, technology and life sciences companies have increased their voluntary disclosure regarding environmental, social and governance (ESG) concerns. Despite...more

NAVEX

Navigating the Landscape: Exploring the UK Corporate Governance Code and its Guiding Principles

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In the United Kingdom's corporate governance, a development recently emerged with the introduction of the UK Corporate Governance Code and its accompanying Guidance. This change aims to provide more transparent, accessible...more

Cooley LLP

Can companies escape the trap of politics?

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We hear a lot about companies taking public positions on political issues—as well as the backlash that many experience as a result. Whether you think corporate participation in politics is a good thing or a bad thing, you...more

Akin Gump Strauss Hauer & Feld LLP

Making Waves: The SEC Publishes Final Climate Disclosure Rules

Key Points - On Wednesday, March 6, 2024, the SEC in a 3-2 vote adopted “The Enhancement and Standardization of Climate-Related Disclosures for Investors” (Final Rule). The Final Rule will require public companies to...more

Stikeman Elliott LLP

CSA Update Guidance on Virtual Shareholder Meetings

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The Canadian Securities Administrators (“CSA”) provided initial guidance on virtual shareholder meetings in February 2022 to: (i) assist reporting issuers in fulfilling their obligations under securities legislation; and (ii)...more

J.S. Held

2024 J.S. Held Global Risk Report: Environmental, Social & Corporate Governance (ESG)

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The extraterritorial expansion of ESG laws and policies will reach a significant turning point in 2024. Investors, government regulators, and consumers are demanding greater transparency and disclosure when it comes to a...more

Foley Hoag LLP - White Collar Law &...

SEC to Continue Aggressive Enforcement Efforts in 2024 After Record-Setting 2023

This is the fourth in our 2024 Year in Preview series examining important trends in white collar law and investigations in the coming year. We will be posting further installments in the series throughout the next several...more

Proskauer - Regulatory & Compliance

SEC Answers Questions on New Tailored Shareholder Report Requirements

The staff of the Division of Investment Management (the “Staff”) has issued a FAQ pertaining to the rule and form amendments adopted by the Securities and Exchange Commission (the “SEC”) in October 2022, which require...more

Skadden, Arps, Slate, Meagher & Flom LLP

Investment Management Update - February 2024

In this issue, we cover regulatory developments from the fourth quarter of 2023 impacting the investment management sector, including the use of shareholder rights plans as an alternative to state control share statutes....more

Skadden, Arps, Slate, Meagher & Flom LLP

The Informed Board - Winter 2024

The oversight obligations of boards continue to expand. Recent enforcement actions and new laws in areas such as cybersecurity, artificial intelligence and supply chains create new challenges for boards, as we explain in this...more

Saul Ewing LLP

Public Companies Quarterly Update (Q4 2023)

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Welcome to Saul Ewing’s Public Companies Quarterly Update series. Our intent is to, on a quarterly basis, highlight important legal developments of which we think public companies should be aware. This edition is related to...more

Fenwick & West LLP

Proxy Voting Advisory Firms Address Severance Payments, Cybersecurity Risk Ownership and Share Ownership Guidelines in Updates to...

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Institutional Shareholder Services (ISS) and Glass Lewis, the leading proxy voting advisory firms in the United States, have announced updates and clarifications for their voting guidelines for the U.S. market for the 2024...more

Venable LLP

Delaware Court of Chancery Denies Preliminary Injunction Motion to Mandate a Stockholder's Nominees Stand for Election and Require...

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The Delaware Court of Chancery has denied a preliminary, mandatory injunction motion to compel Ocean Power Technologies, Inc. ("Ocean Power") to permit one of its stockholders' nominees to stand for election at the next...more

Allen Matkins

Court Rules Director Of California Corporation Has A Duty To Disclose When Soliciting Consents

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The California General Corporation Law permits shareholders to take action by written consent, unless otherwise provided in the articles of incorporation.  Cal. Corp. Code § 603(a).  When shareholder action is taken by...more

A&O Shearman

SEC Announces Results Of Recent Enforcement Sweep Focused On Insider Ownership Reporting Failures

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On September 27, 2023, the Securities and Exchange Commission (the “SEC”) announced settled enforcement actions against six officers, directors and major shareholders of various public companies for allegedly failing to...more

BCLP

Time to Get Ready for the 2024 Reporting Season

BCLP on

As companies look ahead to the upcoming proxy and annual report season, the SEC has generated a number of new items to add to your compliance checklist – in addition to those covered in last year's list. Those items, along...more

DarrowEverett LLP

Diversity Driven Derivative Suits: Culture Wars Come to the Boardroom

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Traditionally deployed to protect a corporation from its board’s imprudent investment or financial decision-making, in recent years shareholders have taken to bringing derivative actions on a corporation’s behalf for its...more

Skadden, Arps, Slate, Meagher & Flom LLP

The Informed Board - Summer 2023

Short sellers make their money by publishing information that attacks a company in order to drive down its share price. How can a company prepare? And what should it not do in the face of a short attack? We offer some tips in...more

Skadden, Arps, Slate, Meagher & Flom LLP

Hong Kong Regulatory Update - August 2023

查看中文 This update provides an overview of key regulatory developments in the second quarter relevant to companies listed, or planning to list, on The Stock Exchange of Hong Kong Limited (HKEx) and their advisers. It covers...more

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