Disclosure Requirements, Dodd-Frank

European Union Pending Legislation Requiring Additional Transparency from Extractive Industries

by Raymond Banoun | Cadwalader, Wickersham & Taft LLP on 5/20/2013

On April 9, 2013, the European Union agreed to a preliminary deal requiring oil, gas, mining and forestry companies to report in greater detail any payments at or above €100,000 (approximately $130,000) they make to foreign...more

Federal Reserve Adopts Retail Forex Rules

by P. Georgia Bullitt, Michael M. Philipp, Michael A. Piracci, Dana D.C. Westfall | Morgan Lewis on 4/25/2013

Standards for banking organizations regulated by the Federal Reserve for Retail Forex are generally comparable to rules adopted by other regulators. ...more

REGULATORY: Natural Resources: European Commission Issues Consultation for Views on Potential EU Conflict Minerals Initiative;...

by King & Spalding on 4/15/2013

The European Commission (EC) Directorate-General for Trade has issued a consultation to solicit interested parties’ views on a potential EU initiative for responsible sourcing of minerals coming from conflict-affected and...more

Court Dismisses Another Say-On-Pay Disclosure Case

by Jill Radloff | Leonard, Street and Deinard - Dodd-Frank and... on 4/9/2013

The District Court for the Northeastern District of Illinois recently granted a Rule 12(b)(6) motion to dismiss an action styled Noble v. AAR Corp. The plaintiff alleged that the company failed to provide adequate...more

More Paper? CFPB Revamps Disclosure and Delivery Requirements for Valuations under ECOA

by Nanci Weissgold, Kathryn Williams | K&L Gates LLP on 4/4/2013

Come January 2014, creditors will be required to equip borrowers with more information on how the value of the borrower’s home is determined, even if the creditor doesn’t use that information in making its lending decision....more

Open Season on Proxy Statements? Entrepreneurial Plaintiffs’ Lawyers Target Executive Compensation Disclosure

by Ropes & Gray LLP on 3/4/2013

As we enter the 2013 proxy season, companies should be aware of a new flavor of shareholder litigation. Some of the same firms that routinely attack M&A transactions have set their sights on a new target: attacking...more

SEC Commissioner Gives Speech On Proxy Disclosure

by Jill Radloff | Leonard, Street and Deinard - Dodd-Frank and... on 3/1/2013

SEC Commissioner Luis A. Aguilar recently gave a speech setting forth his views on proxy disclosure. Some of the more interesting points were...more

A Roadmap for Audit Committees in Meeting the Challenges Posed by Enhanced Regulatory Scrutiny Under the Dodd-Frank Act

by N. Richard Janis, Jennifer Sincavage | Manatt, Phelps & Phillips, LLP on 2/25/2013

Audit committees must aid management in navigating an increasingly complex regulatory framework. Two recent developments arising from the passage and implementation of the Dodd-Frank Act have led to further challenges for...more

CFPB plans for sharing information with state AGs unchanged in final disclosure rule

by Barbara S. Mishkin | Ballard Spahr LLP on 2/20/2013

In its final rule on Disclosure of Records and Information published last week, the CFPB gave no ground on its position that it has discretionary authority to share confidential information with state attorneys general. This...more

Skadden, Arps, Slate, Meagher & Flom LLP

Planning for the 2013 Annual Meeting and Reporting Season

by Andrew Brady, Brian V. Breheny, Marc S. Gerber, Richard J. Grossman, Neil M. Leff, Regina Olshan, Michael Rogan, Erica Schohn, Joseph M. Yaffe | Skadden, Arps, Slate, Meagher & Flom LLP on 2/19/2013

As companies prepare for the 2013 annual meeting and reporting season, we have compiled an overview of the corporate governance and disclosure matters that companies should consider as they draft this season’s disclosure...more

InfoBytes Special Alert: Detailed Analysis Of CFPB's Final Escrow Rule

by Jeremiah Buckley, Joseph Kolar, John Kromer, Jeffrey Naimon, Joseph Reilly, Clinton Rockwell | BuckleySandler LLP on 2/15/2013

On January 10, 2013, the Consumer Financial Protection Bureau issued its final rule on escrow account requirements for first-lien higher-priced mortgage loans. The rule amends existing escrow requirements and exemptions for...more

Petitioners File Opening Brief Challenging SEC's Conflict Minerals Rule

by David Kravitz, Mark Wood | Katten Muchin Rosenman LLP on 2/12/2013

The National Association of Manufacturers, the Chamber of Commerce of the United States of America and Business Roundtable recently filed their opening brief with the US Court of Appeals for the District of Columbia Circuit...more

Special Alert: CFPB Issues Final Rule Requiring Provision Of Copies Of Appraisals And Valuations To Credit Applicants

by Joseph Kolar, John Kromer, Jeffrey Naimon | BuckleySandler LLP on 1/31/2013

On January 18, the Consumer Financial Protection Bureau (CFPB) issued a final rule that implements amendments made by the Dodd-Frank Wall Street Reform and Consumer Protection Act (Dodd-Frank Act) to the Equal Credit...more

InfoBytes Special Alert: Detailed Analysis Of CFPB's High-Cost Mortgage Rule - January 25, 2013

by Joseph Kolar, John Kromer, Jeffrey Naimon, Joseph Reilly, Clinton Rockwell | BuckleySandler LLP on 1/25/2013

On January 10, 2013, the Consumer Financial Protection Bureau (the “Bureau”) issued a final rule (the “Rule”) that amends Regulation Z (Truth in Lending) to implement changes to the Home Ownership and Equity Protection Act...more

SEC Approves New Compensation Committee and Adviser Independence Listing Standards

by Lawrence Bard, Daniel Kahan, David M. Lynn | Morrison & Foerster LLP on 1/21/2013

As discussed in two previous Client Alerts, on June 20, 2012, the U.S. Securities and Exchange Commission (the “SEC”) adopted Rule 10C-1 to implement the provisions of the Dodd-Frank Wall Street Reform and Consumer Protection...more

CFPB Proposes Revisions to Rules on International Money Transfers by Consumers

by Thomas I. Elkind | Foley & Lardner LLP on 1/18/2013

The Consumer Financial Protection Bureau (CFPB) recently issued proposed changes to the rule it originally proposed on January 20, 2011, governing certain electronic money transfers by consumers that was required by the...more

Considerations for the 2013 Form 10-K and Annual Proxy Season

by Colin Diamond, Holt Goddard, David Johansen, Michelle Rutta | White & Case LLP on 1/7/2013

The upcoming 2013 proxy season will likely be impacted by new policies issued by proxy advisers, as well as shareholder activists taking advantage of previously adopted rules, rather than by recent legislative or rulemaking...more

SEC Update

by Jeff E. Beck, Joseph M. Miller, Jeffrey A. Scudder | Snell & Wilmer L.L.P. on 1/4/2013

Final Rules on Compensation Committee Listing Standards - On June 20, 2012, the Securities and Exchange Commission (SEC) adopted Exchange Act Rule 10C-1 implementing listing standard requirements pursuant to Section 952...more

Dodd-Frank Implementation: Navigating the Road Ahead

by Jay G. Baris, Alexandra Steinberg Barrage, Leonard N. Chanin, Henry M. Fields, Rick Fischer, Oliver I. Ireland, Jeremy C. Jennings-Mares, David H. Kaufman, David M. Lynn, Jerry R. Marlatt, more +Barbara R. Mendelson, Thomas J. Noto, Obrea O. Poindexter, James Schwartz, Andrew M. Smith, James R. Tanenbaum | Morrison & Foerster LLP on 12/29/2012

Table of Contents: Introduction; Financial Stability Reform; Resolution Planning; Agencies and Agency Oversight Reform; Securitization Reform; Derivatives Regulation; Investor Protection Reform; Credit Rating Agency...more

Corporate Communicator - Winter 2013

by Jeff E. Beck, Franc E. Del Fosse III, Joseph M. Miller, Joshua Schneiderman, Jeffrey A. Scudder | Snell & Wilmer L.L.P. on 12/29/2012

In This Issue: - 2013 Annual Meeting Season - Dealing with ISS and Other Proxy Advisory Firms this Proxy Season - SEC Update - Other NYSE/NASDAQ Developments - Delaware Law Update — Delaware Court Applies...more

A Proxy Season Update -- Preparing for 2013

by Ryan M. Reardon, Susan B. Zaunbrecher | Dinsmore & Shohl LLP on 12/28/2012

As the landscape surrounding proxy materials and annual report disclosures continues to shift, it is important for public companies to anticipate such changes and ensure they are best positioned to respond. Below is a summary...more

SEC Releases New CD&Is on Iran Disclosures

by Leonard, Street and Deinard - Dodd-Frank and... on 12/6/2012

The Iran Threat Reduction and Syria Human Rights Act (ITRA), signed into law on August 10, 2012, added new Section 13(r) to the Exchange Act, requiring issuers that file reports under Section 13(a) of the Exchange Act to...more

SEC Adopts Dodd-Frank Rules Regarding Conflict Minerals and Payments by Resource Extraction Issuers and Defers Rules for...

by Sheppard Mullin Richter & Hampton LLP on 8/23/2012

On August 22, 2012, the SEC adopted disclosure rules required by Sections 1502 and 1504 of the Dodd-Frank Wall Street Reform and Consumer Protection Act related to conflict minerals and payments by issuers engaged in resource...more

Update on Timeline for SEC Rulemaking to Implement the JOBS Act and Dodd-Frank Act

by Sheppard Mullin Richter & Hampton LLP on 7/25/2012

In recent weeks, the SEC has given notice of matters that SEC Commissioners will consider at an open meeting on August 22, 2012, including: - general solicitation rulemaking required by Title II of the JOBS...more

SEC Issues Compensation Committee and Compensation Consultant Independence Rules as Required by the Dodd Frank Act

by White & Case LLP on 6/28/2012

On June 20, 2012, the Securities and Exchange Commission (the “SEC”) published final rules (the “Compensation Rules”) requiring securities exchanges to change their listing standards with respect to compensation committee...more

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Disclosure Requirements › Dodd-Frank Wall Street Reform and Consumer Protection Act