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Corporate Governance Form 10-K

Perkins Coie

Updating Your Description of Securities Exhibit

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As summer turns into fall and in-house lawyers start thinking ahead to the upcoming 10-K filing season, we’re often asked to review and update the description of securities exhibit(s) required to be filed with Form 10-K by...more

Alston & Bird

Navigating AI-Related Disclosure Challenges: Securities Filing, SEC Enforcement, and Shareholder Litigation Trends

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Companies’ accelerating reliance on artificial intelligence (AI) means heightened Securities and Exchange Commission (SEC) and shareholder plaintiff scrutiny. Our Securities Litigation Group underscores what companies need to...more

Paul Hastings LLP

Key Takeaways from SEC Speaks 2024 Event

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Last week, Paul Hastings attended the Securities and Exchange Commission (SEC) Speaks 2024 event presented by the Practising Law Institute (PLI) in cooperation with the SEC on April 1 and 2. The SEC Speaks program provides...more

Nutter McClennen & Fish LLP

Rising Tide of SEC Disclosure Obligations Threatens to Inundate Registrants with New Reporting Costs

Overview On March 6, 2024, in a 3-2 vote along party lines, the Securities and Exchange Commission (SEC) issued a controversial 886-page final climate-related disclosure rule (Final Rules) that will require companies to...more

Cozen O'Connor

SEC Adopts Final Rule for Enhancement and Standardization of Climate-Related Disclosures

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On March 6, 2024, almost two years after the Securities and Exchange Commission’s (SEC) proposed amendments “to enhance and standardize climate-related disclosures for investors,” the SEC adopted a final rule on...more

Paul Hastings LLP

PH ESG Comparative Analysis of the SEC Climate Rule and EU CSRD & ESRS

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Please see chart below for more information....more

White & Case LLP

Key Considerations for the 2024 Annual Reporting and Proxy Season Part II: Proxy Statements

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Each year in our Annual Memo series, White & Case's Public Company Advisory Group provides practical insights on preparing Annual Reports on Form 10-Ks, Annual Meeting Proxy Statements and, for FPIs, the Annual Report on Form...more

Morrison & Foerster LLP

SEC Adopts Climate Change Disclosure Rules for Public Companies

On March 6, 2024, two years after the issuance of a proposing release and following more than 24,000 comment letters and 4,500 unique letters submitted in response, by a vote of 3-2, the U.S. Securities and Exchange...more

Cooley LLP

Final SEC climate disclosure rules [UPDATED]—Part II GHG emissions and attestation

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Last week the SEC adopted final rules “to enhance and standardize climate-related disclosures by public companies and in public offerings.” The disclosure, which will be included in registration statements and annual reports,...more

Goodwin

The Coming Storm: Preparing for The SEC's Final Climate-Related Disclosure Rules

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On March 6, 2024, the U.S. Securities and Exchange Commission (SEC) adopted final rules that will require expansive new climate-related disclosures in Form 10-K and Form 20-F annual reports and most registration statements....more

BCLP

Divided SEC Adopts New Climate-Related Disclosure Rules

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On March 6, 2024, a divided SEC approved climate-related disclosure rules. The new rules will require disclosure of...more

Paul Hastings LLP

SEC Issues Final Rule on Climate Disclosures

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In an open meeting on Wednesday, March 6, 2024, the Securities and Exchange Commission (“SEC”) approved in a 3-2 vote a Final Rule on climate disclosures that will “require registrants to provide certain climate-related...more

Burr & Forman

Cyber Incident Reporting Obligations for Public Companies under the SEC’s New Cybersecurity Rules

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The U.S. Securities Exchange Commission (SEC) recently adopted a final rule regarding cybersecurity risk management, governance, and incident reporting. The final rule went into effect on September 5, 2023, and disclosure...more

Fenwick & West LLP

Cybersecurity Disclosure is Under the SEC Spotlight: Is Your Company Ready?

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Cyber incidents are among the fastest-growing existential threats to publicly traded companies. More than a technical headache, breaches can materially impact your bottom line—and the mere news of an incident can send stocks...more

Latham & Watkins LLP

Court Invalidates SEC's Share Repurchase Disclosure Requirements

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On November 22, 2023, the SEC postponed its new share repurchase disclosure rules in response to an adverse decision by the Fifth Circuit Court of Appeals in a case challenging those rules under the Administrative Procedure...more

Smith Anderson

Public Companies Update: Reminders for the 2024 Form 10-K and Proxy Statement Filing Season

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In this Client Alert, we highlight key considerations public companies should keep in mind when preparing their upcoming annual reports on Form 10-K and proxy statements, including rule changes, recent guidance and reporting...more

K&L Gates LLP

New Disclosure Requirements for Your Form 10-K

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After a prolific year of rulemaking for the US Securities and Exchange Commission (SEC), public companies need to be aware of new disclosure requirements for their upcoming Form 10-K filings for the fiscal year ended 31...more

WilmerHale

SEC Staff Comment Letters Continue to Seek Enhanced Climate-Related Disclosures

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While the Securities and Exchange Commission’s (SEC) new climate-related disclosure rules remain pending, recent comment letters show that the SEC staff is not waiting for the rules to be finalized in order to seek more...more

Goodwin

Cybersecurity - Cracking the Code on Upcoming Disclosures

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As annual reporting season begins, it is important to take a fresh look at the company’s governance and incident response processes and develop risk-informed and compliant disclosures. While many companies are understandably...more

Keating Muething & Klekamp PLL

Securities Snapshot: 4th Quarter 2023 - The SEC’s Gift to You: New Disclosure Requirements Effective This Quarter

As 2023 comes to an end, we reflect on how active the Securities and Exchange Commission’s rulemaking agenda was throughout the year. As companies prepare for their annual reports and proxy statements, we summarize new...more

White & Case LLP

Key Considerations for the 2024 Annual Reporting and Proxy Season: Your Upcoming Form 10-K

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Each year in our Annual Memo, White & Case's Public Company Advisory Group provides practical insights on preparing Annual Reports on Form 10-Ks, Annual Meeting Proxy Statements and, for FPIs, the Annual Report on Form 20-F....more

Wilson Sonsini Goodrich & Rosati

Reminders for Preparing the Annual Report on Form 10-K

This year, our annual client alert with reminders for preparing the annual report on Form 10-K includes a short summary of new disclosure requirements effective this year and next year, followed by a more detailed discussion...more

WilmerHale

To Check or Not to Check: Form 10-K’s Restatement and Clawback Checkboxes

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As 2023 comes to a close and companies begin preparing their Form 10-K, one question keeps emerging: to check or not to check Form 10-K’s new restatement and compensation recovery (“clawback”) checkboxes?...more

Mintz - Privacy & Cybersecurity Viewpoints

Preparation for 2023 Fiscal Year-End SEC Filings and 2024 Annual Shareholder Meetings

A number of significant regulatory, legal, market, and ESG-related developments and issues will affect how public companies approach the upcoming year-end reporting process. As in past years, Mintz has prepared an in-depth...more

McDermott Will & Emery

Requirement for Enhanced Share Repurchase Disclosures in Periodic Reports Delayed

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On November 22, 2023, the US Securities and Exchange Commission (SEC) issued an order postponing the effective date for the new share Repurchase Rule (88 Fed. Reg. 36002 (June 1, 2023)) pending further SEC action. The SEC’s...more

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