News & Analysis as of

Parent Corporation Securities and Exchange Commission (SEC)

Lowenstein Sandler LLP

Effective and Efficient Pre-Transaction FCPA Diligence: How to Leverage Compliance and ESG to Avoid Buyer’s Remorse and Other...

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The arduous process of FCPA compliance requires risk teams to digest and cross-reference a morass of information – from internal data analysis to human representatives collecting interviews on the ground. Diligence failures...more

Goodwin

Litigation Insights - July 2021

Goodwin on

FOREWORD - On behalf of the new and expanding Goodwin London litigation team I am delighted to welcome you to our first ever ‘Litigation Insights’: a series of quarterly updates on important and interesting developments...more

Foley & Lardner LLP

Review of Recent Whistleblower Developments

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Whistleblower Developments is a periodic report covering significant cases, decisions, proposals, and legislation related to whistleblower statutes and how they may impact your business. Recent developments include: SEC...more

Foley Hoag LLP

Product Liability Update - May 2020

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Foley Hoag LLP publishes this quarterly Update primarily concerning developments in product liability and related law from federal and state courts applicable to Massachusetts, but also featuring selected developments for New...more

Morrison & Foerster LLP

U.S. SEC Adopts Rule Amendments To Simplify Guarantor And Pledgor Financial Disclosures

The U.S. Securities and Exchange Commission (the “SEC”) recently adopted amendments to the financial disclosure requirements applicable to registered debt offerings that include certain credit enhancements. The amendments...more

A&O Shearman

SEC Eliminates Consolidating Financial Information for SEC-Registered Debt Securities with Subsidiary Issuers or Guarantors

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Amendments eliminate audited three-year guarantor financial statement footnote and separate financial statements of subsidiaries whose shares are pledged; replaced with unaudited combined summarized financial information for...more

Skadden, Arps, Slate, Meagher & Flom LLP

SEC Adopts Amendments to Rules 3-10 and 3-16 of Regulation S-X in Certain Registered Debt Offerings

On March 2, 2020, the Securities and Exchange Commission (SEC) adopted amendments that reduce and simplify the financial disclosure requirements applicable to registered debt offerings for guarantors and issuers of guaranteed...more

King & Spalding

REIT Advisor – March 2020

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On March 2, 2020, the Securities and Exchange Commission (the “SEC”) released its final rule amending the financial disclosure requirements applicable to registered debt offerings that include credit enhancements, including...more

Carlton Fields

Parent Company Guarantees of Annuities

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Rule amendments proposed in October by the SEC could impact insurers whose obligations under certain types of annuity contracts have been guaranteed by the insurers’ affiliates....more

Skadden, Arps, Slate, Meagher & Flom LLP

SEC Proposes to Ease Disclosures Required by Rules 3-10 and 3-16 of Regulation S-X in Certain Registered Debt Offerings

On July 24, 2018, the Securities and Exchange Commission (SEC) proposed rule amendments that would simplify the financial disclosure requirements applicable to registered debt offerings for guarantors and issuers of...more

Dorsey & Whitney LLP

Foreign Corrupt Practices Act Requires More Than a Policy

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The recent settlement agreement between Kinross Gold Company and the Securities and Exchange Commission is a reminder to Canadian cross-listed companies that it is not enough to adopt a parent-company level anti-corruption...more

Holland & Knight LLP

Should Your Bank Consider Eliminating Its Parent Bank Holding Company?

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• After the April 2017 announcement that Bank of the Ozarks in Little Rock, Ark., had decided to eliminate its bank holding company in favor of operating directly through its bank subsidiary, a number of banks have followed...more

Holland & Knight LLP

Holland & Knight's Israel Practice Newsletter - Winter 2017

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Holland & Knight invites you to read our Winter 2017 Israel Practice newsletter, in which our authors discuss pertinent American-Israeli topics. As Israel has been a crossroads and a prolific source of new ideas for more than...more

Allen Matkins

The Case Of The Wholly Owned, But Not Totally Held, Subsidiary That May Or May Not Be 100% Owned

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When someone says that a subsidiary is “wholly owned”, I believe that the common understanding is that the parent company owns all of the issued and outstanding equity of the subsidiary. What if the statement is that the...more

Morrison & Foerster LLP - JOBS Act

Up-C Rule 144 Relief

On November 1, 2016, the SEC issued a no-action letter with respect to the required Rule 144 holding period after the exchange of partnership interests in an umbrella operating partnership (OP units) into shares of its parent...more

The Volkov Law Group

Parent Company and Subsidiary Liability for FCPA Violations: Fighting the Disinformation Campaign

The Volkov Law Group on

Akin to politics (to a smaller degree), there is a fair amount of disinformation, some call it bloviating, put out by the FCPA Paparazzi. Some of this disinformation is motivated by immature attempts to “market” legal...more

Dechert LLP

NFA Adopts Cybersecurity Guidance

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The National Futures Association (NFA) adopted on October 23, 2015 an “Interpretive Notice to NFA Compliance Rules 2-9, 2-36, and 2-49: Information Systems Security Programs” (Notice). The Notice requires each NFA Member to...more

Proskauer - Corporate Defense and Disputes

SEC Sanctions Senior Executives Of Failed Clearing Broker

On September 17, 2015, the SEC announced charges against several senior executives of Penson Financial Services Inc., once the second-largest clearing broker-dealer in the country, and its parent corporation, Penson...more

Mintz - Securities & Capital Markets...

Goodyear’s Settlement with the SEC Emphasizes the Importance of FCPA Due Diligence in M&A Transactions and of Having a Robust...

On February 24, 2015, Goodyear Tire & Rubber Co. agreed to pay more than $16 million to settle charges that two of its subsidiaries allegedly paid $3.2 million in bribes that generated $14,122,535 in illicit profits. The SEC...more

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