On March 21, 2022, the Securities and Exchange Commission (SEC) voted 3-1 to propose long-anticipated rules mandating climate-related disclosures in companies’ annual reports and registration statements. The proposed rules...more
3/29/2022
/ Climate Change ,
Corporate Governance ,
Disclosure Requirements ,
Environmental Social & Governance (ESG) ,
Greenhouse Gas Emissions ,
New Rules ,
Proposed Rules ,
Public Comment ,
Publicly-Traded Companies ,
Regulation S-K ,
Securities and Exchange Commission (SEC)
On February 25, 2022, the U.S. Securities and Exchange Commission (SEC) announced that it unanimously voted to approve proposed changes requiring certain institutional investment managers (managers) to report short...more
On February 10, 2022, the U.S. Securities and Exchange Commission (SEC) voted 3-1 to approve proposed changes to public company beneficial ownership reporting requirements. The SEC has long considered such changes to the...more
On December 15, 2021, the U.S. Securities and Exchange Commission (SEC) proposed several amendments and new disclosure requirements intended to address what it perceives as potentially abusive practices engaged in by public...more
12/23/2021
/ 10b5-1 Plans ,
Comment Period ,
Disclosure Requirements ,
Financial Regulatory Reform ,
Financial Services Industry ,
Foreign Private Issuers ,
Insider Trading ,
Proposed Amendments ,
Public Comment ,
Securities and Exchange Commission (SEC) ,
Stock Repurchases
On December 22, 2020, the U.S. Securities and Exchange Commission (SEC) proposed to amend Rule 144 to revise the holding period determination for securities acquired upon conversion or exchange of certain “market adjustable...more
On July 10, 2020, the Securities and Exchange Commission (SEC) voted 3-1 to approve proposed rules that, among other things, would raise the Form 13F reporting threshold for institutional investment managers (managers) from...more
On December 18, 2019, the U.S. Securities and Exchange Commission (SEC) voted in favor of proposing rules to implement the resource extraction issuer disclosure provisions in Section 1504 of the Dodd-Frank Act, which added...more
12/27/2019
/ Disclosure Requirements ,
Dodd-Frank ,
Emerging Growth Companies ,
Exemptions ,
Foreign Private Issuers ,
Form 10-K ,
Form 20-F ,
Oil & Gas ,
Proposed Rules ,
Public Comment ,
Resource Extraction ,
Securities and Exchange Commission (SEC) ,
Securities Exchange Act ,
Smaller Reporting Companies
Institutional Shareholder Services Inc. (ISS), an influential proxy advisory firm, recently proposed changes to its benchmark voting policies to be applied for upcoming shareholder meetings taking place on or after February...more
10/10/2019
/ Benchmarking ,
CEOs ,
Corporate Governance ,
Independent Boards ,
Initial Public Offering (IPO) ,
Institutional Shareholder Services (ISS) ,
Policy Updates ,
Proxy Advisory Firms ,
Proxy Season ,
Proxy Voting Guidelines ,
Public Comment ,
Repurchase Options ,
Shareholder Meetings ,
Shareholder Proposals ,
Shareholder Votes
On August 8, 2019, the Securities and Exchange Commission (SEC) announced proposed amendments to modernize the rules requiring description of business, legal proceeding and risk factor disclosures pursuant to Regulation S-K....more
Institutional Shareholder Services Inc. (ISS), an influential proxy advisory firm, has launched its annual policy survey to inform its benchmark voting policies for 2020 and beyond. In an effort to streamline the process, ISS...more
7/26/2019
/ Board of Directors ,
Climate Change ,
Directors ,
Diversity ,
Institutional Investors ,
Institutional Shareholder Services (ISS) ,
Multi-Class Shares ,
Proxy Voting Guidelines ,
Public Comment ,
Publicly-Traded Companies ,
Surveys
On February 19, 2019, the Securities and Exchange Commission (SEC) voted to propose a new rule and related amendments under the Securities Act that would expand the permissible use of testing-the-waters communications to...more
2/22/2019
/ Accredited Investors ,
Capital Formation ,
Corporate Issuers ,
Emerging Growth Companies ,
JOBS Act ,
Offerors ,
Proposed Amendments ,
Proposed Rules ,
Public Comment ,
Qualified Institutional Buyers ,
Regulation FD ,
Securities and Exchange Commission (SEC) ,
Testing-the-Waters Communications
On December 18, 2018, the Securities and Exchange Commission (SEC) issued a concept release requesting comments on the nature, content and timing of earnings releases and quarterly reports made by reporting companies.1 In...more
On July 18, 2018, the Securities and Exchange Commission (SEC) issued a concept release soliciting public comment on ways to modernize Rule 701 and Form S-8 of the Securities Act of 1933 to account for recent developments...more
8/3/2018
/ Amended Rules ,
Board of Directors ,
Corporate Issuers ,
Corporate Officers ,
Disclosure Requirements ,
Employee Stock Purchase Rights ,
Equity Compensation ,
Executive Compensation ,
Financial Statements ,
Form S-8 ,
Offerings ,
Private Offerings ,
Public Comment ,
Publicly-Traded Companies ,
Qualified Restricted Stock Units (RSUs) ,
Rule 701 ,
Securities and Exchange Commission (SEC) ,
Solicitation ,
Stock Options ,
Threshold Requirements
On October 26, 2016, the U.S. Securities and Exchange Commission (SEC) voted 2-to-1 to propose amendments to the proxy rules that would require the use of universal proxy cards in contested elections. The proposed changes, if...more
10/28/2016
/ Amended Rules ,
Board of Directors ,
Contested Elections ,
Director Nominations ,
Proposed Rules ,
Proxy Materials ,
Public Comment ,
Securities and Exchange Commission (SEC) ,
Shareholder Votes ,
Shareholders ,
Universal Proxy Cards
On April 13, 2016, the U.S. Securities and Exchange Commission (SEC) issued a concept release seeking feedback on ways to modernize the business and financial disclosure requirements of Regulation S-K. The 341-page release...more
4/21/2016
/ Audits ,
Disclosure Requirements ,
Environmental Assessments ,
Financial Statements ,
Foreign Investment ,
Investor Protection ,
Public Comment ,
Public Policy ,
Regulation S-K ,
Risk Management ,
Securities and Exchange Commission (SEC)
The U.S. Securities and Exchange Commission (SEC) recently took several important steps to facilitate smaller securities offerings. First, it adopted final rules for the new Securities Act exemption for securities-based...more
11/5/2015
/ Annual Reports ,
Board of Directors ,
Capital Raising ,
Corporate Officers ,
Crowdfunding ,
Exemptions ,
Funding Portal ,
JOBS Act ,
Proposed Amendments ,
Public Comment ,
Public Offerings ,
Registration Requirement ,
Regulation D ,
Residency Requirements ,
Rule 147 ,
Rule 501 ,
Rule 504 ,
Securities Act of 1933 ,
Securities and Exchange Commission (SEC) ,
Securities Exchange Act