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WilmerHale

SEC Enforcement Actions Reflect Expanding Focus on Advisers’ Policies and Procedures to Prevent Misuse of Material Nonpublic...

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The Securities and Exchange Commission (SEC) recently brought settled enforcement actions against two registered investment advisers for failing to establish, maintain, and enforce written policies and procedures reasonably...more

Latham & Watkins LLP

SEC Targets Investment Advisers for Misstatements and Compliance Failures

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Three recent enforcement actions highlight the risks of failing to adhere to representations made to investors regarding ESG and biblically responsible investing strategies....more

Fenwick & West LLP

Is the SEC Cracking Down on Life Science Companies Misleading Investors?

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On December 3, the U.S. Securities and Exchange Commission settled charges against biotherapeutics company Kiromic BioPharma, Inc., its former CEO, and its former CFO for failing to disclose material information about...more

Wilson Sonsini Goodrich & Rosati

“It’s Not About How Much Stock You Have; It’s About How Much Copper Wire You Can Get Out of the Building With”: Founder Exits...

The founders and exec team are a critical component of an early-stage company’s business value. In a previous article, we provided detailed guidance on the comparison of U.S. and UK market practices in relation to equity...more

Allen Matkins

Is Delaware Corporate Law Meant Only For The Oἱ Όλίγοι?

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Professor Stephen Bainbridge has offered a rebuttal to my observation that Delaware's corporate law is inaccessible to everyday observers.  He posits that inaccessibility is a "feature not a bug".  As an example, he describes...more

Thomas Fox - Compliance Evangelist

Compliance Tip of the Day: Board Compliance Committee

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

Thomas Fox - Compliance Evangelist

Great Women in Compliance – Neta Meidav on Bridging the Trust Gap

In this week’s episode, Hemma visits with Neta Meidav to discuss bridging the trust gap with innovative technology and the power of women entrepreneurs in the ethics and compliance space. Neta is a visionary entrepreneur and...more

Thomas Fox - Compliance Evangelist

Compliance into the Weeds: DOGE and Compliance

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: December 4, 2024 – The So It Begins 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 in to the Daily Compliance...more

Cadwalader, Wickersham & Taft LLP

Updates to the SOFR Calculation Methodology in the DVP Segment

As of November 25, 2024, the Federal Reserve Bank of New York (“New York Fed”), as administrator of the Secured Overnight Financing Rate (“SOFR”), began publishing SOFR using a modified SOFR calculation methodology.  The...more

Farrell Fritz, P.C.

From Algorithms to Altruism: Risks and Rewards of xAI's Benefit Corporation Strategy

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The Wall Street Journal recently reported that xAI, the artificial intelligence startup founded by Elon Musk, completed a funding round of $5 billion at a pre-money valuation of $45 billion ($50 billion post-money). Rumored...more

Morris, Manning & Martin, LLP

IRS Issues New Form 15620 for Section 83(b) Elections

Many people make Section 83(b) elections, named for the subsection of the Internal Revenue Code of 1986 that authorizes them. Simply put, a Section 83(b) election allows taxpayers to include in their gross income the fair...more

Wyrick Robbins Yates & Ponton LLP

SEC Charges Four Companies with Misleading Cyber Disclosures

In October of 2024, the Securities and Exchange Commission (the “SEC”) charged four current and former public companies – Unisys Corp., Avaya Holdings Corp., Check Point Software Technologies Ltd, and Mimecast Limited – with...more

Morris, Manning & Martin, LLP

SEC's Advocate for Small Business Capital Formation Explores the Use of Rule 506(c) Offerings by Alternative Investment Managers

A recent report from the SEC's Office of the Advocate for Small Business Capital Formation presents a study on how the Rule 506(c) exemption under Regulation D of the Securities Act of 1933 is used in fundraising by venture...more

A&O Shearman

Council of the European Union Adopts new Regulation on Environmental, Social, and Governance Rating Activities

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The Council of the European Union has adopted the proposed Regulation on ESG rating activities. The new rules aim to strengthen the reliability and comparability of ESG ratings by improving the transparency and integrity of...more

SEC Compliance Consultants, Inc. (SEC³)

Advisers’ Year-End Checklist for 2024

Compliance officers love checklists, so we’ve put together some “to dos” to consider completing before the end of the year. Enjoy!...more

Skadden, Arps, Slate, Meagher & Flom LLP

PISCES: Assessing Its Key Features and Potential Impact

On 14 November 2024, the UK government published a response to its consultation on creating a new regulated market to trade shares in private companies: the Private Intermittent Securities and Capital Exchange System...more

A&O Shearman

Prospectus regime changes in the EU and U.K. – a debt capital markets outlook

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The EU and U.K. prospectus regimes govern disclosure requirements for securities offered to the public and/or admitted to trading on a regulated market. Imminent and forthcoming changes to these regimes will have implications...more

BCLP

UK Corporate Briefing - December 2024

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Welcome to the Corporate Briefing, where we review the latest developments in UK corporate law that you need to know about. ...more

A&O Shearman

Bank of England Consults on Fundamental Rules for Financial Market Infrastructure Firms

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The Bank of England has published a consultation on fundamental rules for financial market infrastructure firms. The BoE proposes to introduce a set of fundamental rules for FMIs incorporated in the U.K. The aim of the...more

A&O Shearman

UK Financial Conduct Authority Revises Market Cleanliness Statistic Methodology

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The U.K. Financial Conduct Authority has announced that it is revising the market cleanliness statistic used in its annual report to measure insider trading. In future, the FCA will: (i) detect abnormal price movements that...more

A&O Shearman

European Supervisory Authorities and European Central Bank Publishes Results of "Fit-For-55" Climate Stress Test

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The European Supervisory Authorities (European Securities and Markets Authority, European Banking Authority, and European Insurance and Occupational Pensions Authority) and the European Central Bank have published the results...more

Patterson Belknap Webb & Tyler LLP

UPDATE: District Court Win Lets “Flash Boy” Traders Avoid SEC Registration – For Now

On November 21, 2024, a Northern District of Texas court ruled that the Securities and Exchange Commission had overstepped its authority when the agency had implemented a rule (the “Dealer Rule”) requiring a broader group to...more

WilmerHale

Nvidia Supreme Court Case May Not Make Big Splash

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On Nov. 13, the U.S. Supreme Court heard oral argument in Nvidia Corp. v. E. Ohman J:or Fonder AB, which has been widely followed given its potential impact on motions to dismiss in securities class actions. After oral...more

Latham & Watkins LLP

Recent Developments for UK PLCs - December 2024

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On 15 November 2024, the FCA released Primary Market Bulletin 52, offering guidance on compliance with MAR and DTR requirements, particularly in identifying and disclosing inside information, managing shareholder...more

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