On September 23, 2020 the Securities and Exchange Commission (“SEC”) adopted amendments to 17 C.F.R. § 240.14a-8 (“Rule 14a-8”), raising the bar for shareholders seeking to force votes on proposals. The rule comes on the...more
We have previously written about how, over the past few years, the SEC and other regulatory agencies have devoted substantial resources to investigations regarding allegations that public companies have inadequate internal...more
4/13/2016
/ Corporate Governance ,
Enforcement Actions ,
Financial Reporting ,
Financial Statements ,
Fraud ,
ICFR ,
Internal Controls ,
Popular ,
Regulation S-X ,
Securities and Exchange Commission (SEC) ,
Settlement Agreements
On March 22, 2016, the Supreme Court issued a decision permitting class plaintiffs to rely on "representative" or "sample" evidence to satisfy the prerequisites to class certification and certain elements of their claims. ...more
3/31/2016
/ Admissible Evidence ,
Class Action ,
Class Certification ,
Daubert Standards ,
Doffing ,
Donning ,
Fair Labor Standards Act (FLSA) ,
Rules Enabling Act ,
SCOTUS ,
Statistical Sampling ,
Tyson Foods v Bouaphakeo ,
Unpaid Overtime ,
Wage and Hour
On March 24, 2015, the Supreme Court issued its much anticipated decision in Omnicare, Inc. v. Laborers District Council Construction Industry Pension Fund, No. 13-435, 2015 WL 1291916 (Mar. 24, 2015). With some significant...more
3/27/2015
/ Good Faith ,
Material Misstatements ,
Omnicare ,
Omnicare v Laborers District Council ,
Public Offerings ,
Reasonableness Factors ,
SCOTUS ,
Section 11 ,
Securities Act of 1933 ,
Securities Fraud ,
Statement of Opinion
In recent years, the Supreme Court has decided a number of cases that, alone and certainly in the aggregate, have significantly impacted the ability of plaintiffs to initiate and maintain class actions.
By and large,...more
Over the past few months, the Securities and Exchange Commission (‘‘SEC’’) has publicly stated its increasing focus on public company internal controls and related reporting obligations. In February of this year at the...more
10/9/2014
/ Bank Secrecy Act ,
Banking Sector ,
Banks ,
Corporate Management ,
Financial Industry Regulatory Authority (FINRA) ,
Financial Institutions ,
FinCEN ,
ICFR ,
Internal Audit Functions ,
Internal Controls ,
Publicly-Traded Companies ,
Reporting Requirements ,
Securities and Exchange Commission (SEC) ,
Strategic Enforcement Plan ,
U.S. Treasury
Last week, the Internal Revenue Service and Treasury Department announced a number of new regulations intended to make it more difficult to qualify for tax advantages associated with inversion transactions and reduce certain...more