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K&L Gates LLP

August 2024 ESG Policy Update – Australia

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Australian Update - Guide to Sustainable Collaborations – ACCC - On 8 July 2024, the Australian Competition & Consumer Commission (ACCC) published a draft guide on Sustainability collaborations and Australian competition law...more

Cooley LLP

Update to FAQs regarding de-SPACs and submission of draft registration statements

Cooley LLP on

The 2012 JOBS Act permitted Emerging Growth Companies to initiate the IPO process by submitting their IPO registration statements confidentially to the SEC for nonpublic review by the SEC staff. The confidential process was...more

Cooley LLP

SEC charges Zymergen for “unsupported hype” in its IPO

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The SEC has announced settled charges against Zymergen, which, prior to its recent bankruptcy and ultimate liquidation, was a biotech “focused on the manufacture of novel materials, including optical films used in electronic...more

Goodwin

How Do Fund Sponsors Resolve a Key Person Event?

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Upon the occurrence of a key person event, a suspension period is typically triggered, during which the fund is not able to make new investments. In a previous article, we analyzed the average length of the suspension period...more

Fenwick & West LLP

Investor Coalition for Equal Votes targets dual-class structures

Fenwick & West LLP on

Recently, the Investor Coalition for Equal Votes (ICEV) has been sending letters to private companies requesting a meeting to discuss dual-class voting structures and their impact on corporate governance....more

Woodruff Sawyer

D&O Insurance Trends: Looking Ahead to 2025

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In this increasingly litigious and regulatory intense environment, D&O Looking Ahead provides a bridge to help you stay on top of the evolving D&O risk landscape.  – Priya Huskins The streak of good news in D&O litigation...more

Dorsey & Whitney LLP

Companies Subject to U.S. Jurisdiction Should not Restrict Personnel from Being SEC Whistleblowers, or Receiving SEC Whistleblower...

Dorsey & Whitney LLP on

SEC rules prohibit taking “any action” to impede an individual from communicating directly with the SEC about a possible securities law violation, including by enforcing, or threatening to enforce, a confidentiality...more

Morgan Lewis

Third Circuit Finds Make-Whole Is Unmatured Interest That Must Be Paid by Solvent Debtor

Morgan Lewis on

The US Court of Appeals for the Third Circuit on September 10, 2024 issued its anticipated opinion in In re The Hertz Corp., with a majority holding that make-whole premiums constitute unmatured interest disallowed by the US...more

Thomas Fox - Compliance Evangelist

Tone at the Top Week: Part 3-Email as a Strategic Compliance Tool

We continue our exploration of how CEOs and senior executives are uniquely positioned to drive home the importance of ethical behavior and adherence to compliance regulations. Today, we consider the humble email and how it...more

Morgan Lewis

Key Takeaways: AI and Other Considerations for Emerging Companies

Morgan Lewis on

When focusing on getting a company off the ground and ensuring success for those involved—founders, employees, investors, etc.—there are some concerns regarding artificial intelligence (AI) that would be wise to keep in mind....more

Hogan Lovells

In re Cognizant Technology: Third Circuit adopts de novo review for failure to plead demand futility

Hogan Lovells on

In re Cognizant Technology Solutions Corporation Derivative Litigation, the United States Court of Appeals for the Third Circuit, sitting en banc, overruled its prior decision in Blasband v. Rales that applied an...more

Mintz

California Legislature Refuses to Extend Deadline for Compliance with Climate Disclosure Laws

Mintz on

Recently, Governor Newsom proposed that California delay the implementation of its recently-enacted climate disclosure laws for two years. The California legislature has effectively rejected this proposal by passing S.B....more

Proskauer - Regulatory & Compliance

SEC  “Greenwashing” Enforcement  Case Against Public Company

Last week, the SEC publicly announced a settled enforcement case against Keurig Dr. Pepper.  The case focused on the company’s disclosure in its annual reports on Form 10-K on whether its K-Cup pods could (or would) be...more

Paul Hastings LLP

Public Company Watch: September 2024

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In the September edition of our Public Company Watch, we cover key issues impacting public companies, including updates regarding the most recent amendments to the Delaware General Corporate Law and the EU’s Corporate...more

Amundsen Davis LLC

Indemnification Escrow Accounts – What Are They and How Should They Be Used?

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Parties to business acquisitions use indemnification clauses to provide security for harm that may result following the closing of the transaction. Indemnification obligations require one party to compensate the other for...more

Cooley LLP

Amended Filing Deadlines for Schedule 13G Filers Go Into Effect September 30, 2024

Cooley LLP on

In 2023, the Securities and Exchange Commission (SEC) adopted wide-ranging rule changes applicable to beneficial ownership reporting under Sections 13(d) and 13(g) of the Securities Exchange Act. These rule changes are...more

Stark & Stark

Corporate Transparency Act (CTA): Action Required for Community Associations

Stark & Stark on

As the end of the year approaches, there has been no determination that community associations will be relieved of the requirement to comply with the Corporate Transparency Act (CTA). While we remain hopeful of a legislative...more

Wilson Sonsini Goodrich & Rosati

Heightened Obligations for Job Postings for Massachusetts-Based Roles

Beginning on July 31, 2025, Massachusetts will join a host of other states in requiring employers to provide detailed pay disclosures in public-facing and internal employee job postings pursuant to the recently passed Frances...more

Allen Matkins

California May Soon Define "Corporation" To Include That Are Not Corporations

Allen Matkins on

The California Corporations Code is a misnomer.  While the Corporations Code does in fact govern corporations, it also governs a wide variety of unincorporated entities, including general partnerships, limited partnerships,...more

BakerHostetler

[Podcast] Technology from the Top: AI, Data and the Future of Business with Today’s CIOs – DeWayne Griffin

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Partner Janine Anthony Bowen sits down one-on-one with current Chief Information Officers in the new series, “Technology from the Top: AI, Data and the Future of Business with Today’s CIOs” to discuss how they are adjusting...more

Thomas Fox - Compliance Evangelist

Compliance Tip of the Day: How a CEO Can Set The ‘Tone at The Top’ – Part 3

Welcome to “Compliance Tip of the Day,” the podcast where we bring you daily insights and practical advice on navigating the ever-evolving landscape of compliance and regulatory requirements. Whether you’re a seasoned...more

World Law Group

Doing Business in Mauritius

World Law Group on

Part 1: Doing Business in Mauritius - What is the current business climate in your jurisdiction including major political, economic, and/or legal activities on the horizon in your country that could have a big impact on...more

Thomas Fox - Compliance Evangelist

Great Women in Compliance: Karen Woody on The Voice of Victims in Negotiated Plea Agreements

The recent Boeing plea agreement has led to many discussions about the role of victims in negotiated settlements, and today we have one of the top academic experts on the SEC and financial securities regulation, Karen Woody. ...more

Thomas Fox - Compliance Evangelist

Compliance into the Weeds: Everything Old is New Again – The John Deere FCPA Enforcement Action

The award winning, Compliance into the Weeds is the only weekly podcast which takes a deep dive into a compliance related topic, literally going into the weeds to more fully explore a subject. Looking for some hard-hitting...more

Thomas Fox - Compliance Evangelist

Daily Compliance News: September 18, 2024 – The Fireworks Coming Edition

Welcome to the Daily Compliance News. Each day, Tom Fox, the Voice of Compliance, brings you compliance-related stories to start your day. Sit back, enjoy a cup of morning coffee, and listen to the Daily Compliance News. All...more

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