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CTA Heats Up with New FAQs, Government and Amicus Briefs and New Draft Legislation

The Corporate Transparency Act (CTA) is the gift that keeps giving. As affected entities and their advisers struggle to determine whether they are subject to the beneficial ownership information (BOI) reporting provisions of...more

SEC Adopts Landmark Climate Disclosure Rules

The U.S. Securities and Exchange Commission (SEC) on March 6, 2024, adopted a new slate of standardized climate-related disclosure rules for public companies and foreign private issuers. Adopted by a 3-2 vote, the final rules...more

The Corporate Transparency Act: FinCEN Clarifies the Subsidiary Rule Exemption

The Corporate Transparency Act (CTA) entered into force on Jan. 1, 2024. Under the beneficial ownership information reporting rule of the CTA, certain entities – such as corporations, limited liability companies and other...more

SEC Cybersecurity Rules: Considerations for Incident Response Planning

The new Cybersecurity Risk Management, Strategy, Governance, and Incident Disclosure rules (Final Rules) adopted by the U.S. Securities and Exchange Commission (SEC) were published in the Federal Register on Aug. 4, 2023, and...more

SEC Finalizes Cybersecurity Incident and Governance Disclosure Obligations for Public Companies

The long-awaited U.S. Securities and Exchange Commission (SEC) cybersecurity rules for public companies have finally arrived. On July 26, 2023, a divided SEC adopted new rules requiring each public company to, among other...more

NYSE, Nasdaq Amend Proposed Listing Standards Related to Clawbacks

The New York Stock Exchange (NYSE) on June 5, 2023, filed an amendment to its incentive compensation clawback listing standard originally proposed in February 2023. The Nasdaq Stock Market followed suit and filed an analogous...more

For SEC, What's Old Is (Refreshed) Again

The U.S. Securities and Exchange Commission (SEC) on Jan. 4, 2023, released its Fall 2022 Unified Agenda of Regulatory and Deregulatory Actions (Reg Flex Agenda). The SEC's Reg Flex Agenda is released semiannually and,...more

A Closer Look at the Rule 10b5-1 Amendments Adopted by the SEC

The U.S. Securities and Exchange Commission (SEC), in a rare unanimous vote, adopted amendments to Rule 10b5-1 under the Securities Exchange Act of 1934 (Exchange Act) and new disclosure requirements to enhance investor...more

Holland & Knight's China Practice Newsletter: May-June 2022

Holland & Knight invites you to read our China Practice Newsletter, in which our authors discuss pertinent Sino-American topics. HIGHLIGHTS: ..SEC Releases Proposal to Enhance Disclosures for SPACs and De-SPAC...more

SEC Proposes Sweeping Climate-Related Disclosure Rules

The U.S. Securities and Exchange Commission (SEC) on March 21, 2022, proposed rules that would require registrants to disclose information regarding climate-related risks in certain periodic reports and registration...more

SEC Proposes Cybersecurity Incident and Governance Disclosure Obligations for Public Companies

Less than a month after the U.S. Securities and Exchange Commission (SEC) proposed substantial new cybersecurity requirements for investment advisers and registered investment companies, the commission unveiled a new slate of...more

Holland & Knight's China Practice Newsletter: November-December 2021

Holland & Knight invites you to read our China Practice Newsletter, in which our authors discuss pertinent Sino-American topics - HIGHLIGHTS: Preference Claims Clawbacks in Bankruptcy Can Disrupt a Construction...more

Recent Delaware Decision Highlights Heightened Board Oversight Requirements in Caremark Cases

The Delaware Court of Chancery on Sept. 7, 2021, allowed a derivative stockholder lawsuit to proceed against The Boeing Company (Boeing), alleging that Boeing's board of directors breached their fiduciary duties by failing to...more

Holland & Knight's China Practice Newsletter: September-October 2021

Holland & Knight invites you to read our China Practice Newsletter, in which our authors discuss pertinent Sino-American topics. HIGHLIGHTS: - Non-Fungible Tokens and Intellectual Property Law: Key Considerations...more

SEC Approves Nasdaq's Plan to Improve Diversity on Company Boards

The U.S. Securities and Exchange Commission (SEC) approved Nasdaq Stock Market LLC's proposed rule changes related to board diversity and disclosure on Aug. 6, 2021.1 A Nasdaq-listed issuer, subject to some exceptions...more

SEC Issues First-Ever Penalties for Deficient Cybersecurity Risk Controls

The U.S. Securities and Exchange Commission (SEC) has launched a stunning salvo across the bows of public companies with its announcement of civil monetary penalties and a cease-and-desist order against First American...more

Holland & Knight's Israel Practice Newsletter: Winter 2020

Holland & Knight invites you to read our Winter 2020 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

Public Company Disclosures in the Time of COVID-19

U.S. Securities and Exchange Commission (SEC) Chairman Jay Clayton and Director of Corporation Finance William Hinman issued a substantial statement on April 8, 2020, regarding public company disclosures in the face of the...more

Knee Deep in the Big Muddy of Director Compensation and Stockholder Ratification

• The Delaware Supreme Court delivered a gift to the plaintiffs' bar with its recent opinion reversing the Court of Chancery's In Re Investors Bancorp, Inc. Stockholder Litigation decision. • This decision, the first...more

SEC Adopts Exhibit Hyperlink Requirement

•The U.S. Securities and Exchange Commission has adopted amendments (final rules) that will require registrants to include hyperlinks to exhibits. •The final rules apply to certain periodic reports under the Securities...more

Avoiding Disputes Over How to Resolve Disputes

In Chicago Bridge & Iron Company N.V. v. Westinghouse Electric Company LLC and WSW Acquisition Co., LLC, C.A. No. 12585-VCL (decided Dec. 5, 2016), the Delaware Chancery Court was required to interpret purchase price dispute...more

SEC Approves Nasdaq Rule Requiring Disclosure of Third-Party Payments to Directors

New Nasdaq Rule 5250(b)(3) is a result of increased activist shareholder efforts to place representatives on public company boards of directors. During the past several years, activist shareholders have sought to nominate...more

SEC Concept Release Requests Market Comment to Update Regulation S-K

HIGHLIGHTS: - The U.S. Securities and Exchange Commission (SEC) issued a 341 page concept release in April requesting market participants to comment on its proposals to update and modernize Regulation S-K. - The...more

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