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Cadwalader, Wickersham & Taft LLP

I’ve Read the UCC Amendments so You Don’t Have To – Part One

Welcome to this series of articles in Cabinet News & Views where we will be reviewing changes to the Uniform Commercial Code ("UCC"). Before I lose folks, let me explain why . . . The UCC is our basic contracting law in...more

Faegre Drinker Biddle & Reath LLP

Rollover Recommendations: PTE 2020-02 Compliance Considerations Following the DOL Fiduciary Rule Stay

The effective date of the DOL’s new expansive fiduciary rule and the amendments to Prohibited Transaction Exemption (PTE) 2020-02 has been stayed pending the outcome of the lawsuits challenging the rule and the amended PTE....more

Jenner & Block

Client Alert: Key Takeaways from the SEC’s Latest Enforcement Sweep Regarding Violations of the Whistleblower Protections Rule

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Earlier this week, the SEC announced an enforcement sweep charging seven public companies with violating the whistleblower protections rule in various employment-related agreements. These charges reflect the SEC’s continuing...more

Maynard Nexsen

Delaware Supreme Court’s Kellner v. AIM Immunotech Inc. Decision Elucidates Advance Notice Bylaws Standards

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On July 11, 2024, the Delaware Supreme Court (the “Court”) issued a landmark ruling in Kellner v. AIM Immunotech Inc., providing crucial guidance on the standards for evaluating challenges to advance notice bylaws. This...more

Cooley LLP

Developments in California and Other State Climate Legislation

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On August 31, 2024, the California Legislature passed Senate Bill 219, approving certain technical amendments to the climate disclosure requirements under Senate Bill 253 (greenhouse gas, or GHG, emissions) and Senate Bill...more

Cooley LLP

What’s going on with the SEC’s proxy advisor rules?

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Shall we catch up on some of the recent developments regarding the SEC’s proxy advisor rules? First, let’s take a look at what’s happening with the appeal of the opinion of the D.C. Federal District Court in ISS v. SEC,...more

Hogan Lovells

Mandatory compliance nears for remaining Section 13 reporting requirements - SEC Update

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The last two mandatory compliance dates under the SEC’s amendments to Exchange Act Regulation 13D-G adopted in October 2023 are fast approaching. We discussed the amendments in our SEC Update available here. Beginning on...more

Goulston & Storrs PC

What's Market: 10b-5 Representations

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In M&A transactions, the definitive purchase agreement—e.g., asset purchase agreement, stock purchase agreement, or merger agreement—typically contains representations and warranties that the seller makes with respect to the...more

Cooley LLP

Ten Shareholder Proposal Trends Gleaned From the Latest Proxy Season

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Here are 10 bullets you can tell your senior management team and board based on lessons learned about shareholder proposals from this proxy season (hat tip to Proxy Analytics’ Steve Pantina for his help with these)...more

Baker Botts L.L.P.

In Split Decision, SEC Approves New Audit Quality Control Standard QC 1000

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On September 9, 2024, three of the SEC’s five Commissioners voted to approve the new PCAOB Quality Control Standard QC 1000 A Firm’s System of Quality Control. The new standard will substantially revise and refine public...more

Hogan Lovells

SEC, whistleblowers and impact on employment-related agreements

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On September 9, 2024, the U.S. Securities and Exchange Commission announced it had settled charges against seven public companies that utilized employment and employment-related agreements that the SEC believed violated its...more

Jackson Lewis P.C.

Exploring AI Risks Reported in SEC Filings Can Be Helpful For Many Organizations, Including SMBs

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One of our recent posts discussed the uptick in AI risks reported in SEC filings, as analyzed by Arize AI. There, we highlighted the importance of strong governance for mitigating some of these risks, but we didn’t address...more

Woodruff Sawyer

Leveraging Advisory Boards: A Solution for Public Companies

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Public companies are under immense pressure to stay ahead of emerging trends, navigate increasingly complex regulations, and meet investor and other stakeholder demands. The expertise required to address these challenges is...more

Cooley LLP

Nasdaq Updates Listing Requirements

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Throughout 2024, Nasdaq has been revising the procedures for companies dealing with low stock prices, with a focus on cutting down on what they deem to be cheap, risky stocks trading on their exchange. Here is what you need...more

Katten Muchin Rosenman LLP

Financial Markets and Funds Quick Take | Issue 30

Katten's Financial Markets and Funds Quick Take is a monthly newsletter highlighting key noteworthy developments potentially affecting financial markets and funds....more

Goodwin

Anti–Money Laundering (AML): Failure by the Client to Update Relevant Personal Information May Lead to the Closure of their...

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On September 9, 2024, a mediator from the French Financial Markets Authority (AMF) issued conclusions regarding the dispute over the closure of a client’s securities account. The account was closed because the client had...more

The Volkov Law Group

John Deere Reaches $9.9 Million Settlement with SEC over FCPA Violations

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The U.S. Securities and Exchange Commission (“SEC”) recently instituted proceedings against Deere & Company (“John Deere”), a leading global manufacturer of agricultural and heavy machinery, for multiple violations of the...more

WilmerHale

SEC Takes Action Against Keurig for Allegedly Incomplete Disclosures Regarding Recyclability of K-Cups

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While the Securities and Exchange Commission’s (SEC) new climate-related disclosure rules remain stayed, the SEC has not abandoned its focus on sustainability-related issues. On September 10, 2024, the SEC charged Keurig Dr...more

Proskauer - Whistleblower Defense

SEC Announces Slew of Enforcement Actions Regarding Whistleblower Protection Rule

The SEC recently announced the settlement of multiple enforcement actions for violations of its whistleblower protection rule, which prohibits “any action to impede an individual from communicating directly with the...more

Mintz Edge

VC Funds Warehousing Investments: Traps for the Unwary

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One of the challenges facing venture capital firms is how to handle investments in portfolio companies prior to the initial close (“Initial Close”) of a new fund (“New Fund”). Typically, the investment advisor (“VC Advisor”),...more

Paul Hastings LLP

Daily Financial Regulation Update -- Wednesday September 11

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September 10, 2024 - Federal Reserve Board Vice Chair for Supervision Michael S Barr delivered a speech at the Brookings Institution on re-proposal of regulations to implement the Basel III Endgame....more

Allen Matkins

Still More On Whether The SEC Exceeded Its Authority In Adopting Rule 21F-17

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Yesterday's post again discussed whether the Securities and Exchange Commission exceeded its authority in adopting Rule 21F-17(a), which provides...more

Wilson Sonsini Goodrich & Rosati

Fintech in Brief: Recent SEC Enforcement Activity on the Custody Rule: Clues for the Focus of Anticipated Rules on Safekeeping...

The U.S. Securities and Exchange Commission (SEC) has announced two settled charges involving alleged violations of Rule 206(4)-2 under the Investment Advisers Act of 1940 (Advisers Act), known as the “Custody Rule.” These...more

Seward & Kissel LLP

SEC Enforcement Action Rundown

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Who may be interested: Registered Investment Advisers, Registered Investment Companies, Compliance Staff - Quick Take: The SEC recently announced a number of enforcement actions relating to recordkeeping failures,...more

Foley & Lardner LLP

Reminder: Qualified Professional Asset Managers (QPAM) Notice Deadline is September 15, 2024

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Earlier this year, the Department of Labor (DOL) updated the prohibited transaction exemption for Qualified Professional Asset Managers, often referred to as the “QPAM exemption.” Included in the update is a new requirement...more

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