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Disclosure Requirements Financial Adviser

A&O Shearman

Delaware Supreme Court Holds Proxy Disclosures Deficient In Failing To Disclose Advisors’ Conflicts Of Interests

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On May 1, 2024, the Delaware Supreme Court, sitting en banc, reversed the dismissal of breach of fiduciary claims against Inovalon Holdings, Inc. (the “Company”) and its CEO and directors in connection with the Company’s...more

Winstead PC

[Webinar] A Trustee’s Duty To Disclose - June 13th, 10:00 am - 11:00 am CT

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David F. Johnson will address the complex issues surrounding a trustee’s duty to disclose and will compare Texas law and the Uniform Trust Code on this topic. He will address disclosure requirements under trust documents and...more

Dechert LLP

ESAs publish Q&A on the SFDR RTS

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Commission Delegated Regulation (EU) 2022/1288, setting out the regulatory technical standards (RTS) to be used by financial market participants (FMPs) when disclosing sustainability-related information under the Sustainable...more

ArentFox Schiff

Does the SEC "Best Interest" Regulation Go Far Enough?

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The US Securities and Exchange Commission (SEC) has adopted a new standard called Regulation Best Interest (Reg BI) that shifts the focus on protecting customers first and foremost. Although the regulation possibly puts...more

White & Case LLP

HM Treasury report on UK Secondary Capital Raising Review

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HM Treasury publishes the outcome and recommendations of the UK Secondary Capital Raising Review - On 19 July 2022, HM Treasury published the final report (the "Report") of the UK Secondary Capital Raising Review, which...more

Conyers

Greening the Economy: ESG and BVI Companies

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Institutional investors and regulators across the globe are increasingly focusing on environmental, social and governance (ESG) issues in terms of investment portfolio composition, corporate best practices and corporate...more

Akin Gump Strauss Hauer & Feld LLP

[Podcast] SFDR for Beginners

In this episode, the first in our three-part EU ESG Considerations for Beginners miniseries, Akin Gump financial regulatory partner Ezra Zahabi looks at the Sustainable Finance Disclosure Regulation (SFDR) and what it means...more

Vinson & Elkins LLP

EU Sustainable Finance Disclosure Regulation: Another Step Towards An ESG-Driven Economy

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On March 10, 2021, a host of provisions came into effect as part of the European Union’s (“EU”) Regulation on Sustainability‐Related Disclosures in the Financial Services Sector (the “Sustainable Finance Disclosure...more

Goodwin

Get Your Board On Board with Limiting SPAC-Related Litigation Risk

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Although Special Purpose Acquisition Companies (SPACs) have been around for decades, only recently have they experienced an incredible surge in popularity and, inevitably, attention from regulators and plaintiffs’ law firms....more

Pillsbury Winthrop Shaw Pittman LLP

The Sustainable Finance Disclosure Regulations (SFDR) Are Now Applicable

Financial market participants and advisers in the EU now need to comply with the ESG disclosure regime. The key terms of the SFDR are applicable on 11 March 2021. Financial firms will have entity level and financial...more

Allen Matkins

It's Official! SEC Agrees "Shall" Is Ambiguous

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Nearly a decade ago, I commented on the ambiguity that inheres in "shall"...more

Goodwin

ESG And The Sustainable Finance Disclosure Regulation

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As part of the EU’s strategy on climate change following the Paris Agreement of 2015, a number of EU regulations have been enacted in the past 12 months. From the fund management industry’s point of view, the two most...more

Goodwin

OCC Proposes Rules for CRA Benchmarks and Fair Access

Goodwin on

In the News. The Office of the Comptroller of the Currency (OCC) issued a long-awaited rule seeking comment on its proposed approach to determine the Community Reinvestment Act (CRA) evaluation measure benchmarks, retail...more

Faegre Drinker Biddle & Reath LLP

Two Stones, One Bird: SEC’s Double Whammy Against Advisory Firm

In a pair of settlements announced on July 28, 2020, the SEC charged VALIC Financial Advisors (the “Firm”) with two separate sets of violations that allowed the Firm to obtain millions of dollars in fees without providing...more

Miller Canfield

Securities Regulators Issue Guidance to Financial Advisors and Firms on Disclosures, Investigations and Enforcement Actions During...

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On May 5, 2020, the U.S. Securities and Exchange Commission (“SEC”) issued broad modified guidance on its regulation and enforcement of the markets during the coronavirus (COVID-19) pandemic. The Financial Industry Regulatory...more

Troutman Pepper

Boards of Directors May Be Required to Disclose Reasons Behind Financial Advisor Withdrawal

Troutman Pepper on

In a prior client alert, we discussed a decision by the Delaware Supreme Court, Appel v. Berkman, in which the court held that the board’s failure to disclose the reasons why the chairman of the board abstained from voting on...more

Skadden, Arps, Slate, Meagher & Flom LLP

Insights: The Delaware Edition - November 2019

This issue focuses on important, developing areas of Delaware corporation law and deal litigation, including recent trends in Delaware corporate disclosure law, the Delaware Supreme Court’s important ruling in Marchand v....more

Wilson Sonsini Goodrich & Rosati

Delaware Court of Chancery Allows Claims Against a Board, Financial Advisor, and Acquiror in a Company Sale

On June 21, 2019, Vice Chancellor Kathaleen S. McCormick of the Delaware Court of Chancery issued an opinion addressing a number of significant issues relating to the proper conduct of an M&A process. In denying all...more

Sheppard Mullin Richter & Hampton LLP

Ninth Circuit Splits From Other Circuits, Holding That a Negligence Standard Applies to a Claim Challenging Tender Offer...

In Varjabedian v. Emulex Corp., No. 16-55088, 2018 U.S. App. LEXIS 10000 (9th Cir. Apr. 20, 2018), the United States Court of Appeals for the Ninth Circuit split from the Second, Third, Fifth, Sixth and Eleventh Circuits to...more

Akin Gump Strauss Hauer & Feld LLP

SEC Staff Issues New C&DIs Regarding Non-GAAP Measures in Business Combination Context

On October 17, 2017, the Staff of the Securities and Exchange Commission (SEC) issued new Non-GAAP Financial Measures Compliance and Disclosure Interpretations (C&DI) that clarify when financial forecasts used in connection...more

Cadwalader, Wickersham & Taft LLP

2016 Year In Review: Corporate Governance Litigation And Regulation

2016 saw many notable developments in corporate governance litigation and related regulatory developments. In this article, we discuss significant judicial and regulatory developments in the following areas: Mergers...more

Sheppard Mullin Richter & Hampton LLP

Delaware Court of Chancery Dismisses Post-Closing Disclosure Claims for Damages, Cautioning That Such Claims Are Best Pursued...

In Nguyen v. Barrett, C.A. No. 11511-VCG, 2016 WL 5404095 (Del. Ch. Sept. 28, 2016) (Glasscock, V.C.), the Delaware Court of Chancery dismissed an amended complaint seeking damages for alleged disclosure violations in...more

Dechert LLP

Navigating the DOL’s New Fiduciary Rules: A Game Plan for Broker-Dealers

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This OnPoint focuses on the new and amended fiduciary investment advice regulations issued by the U.S. Department of Labor (DOL) and accompanying prohibited transaction exemptions (Final Rules), from the perspective of...more

Bryan Cave Leighton Paisner

The DOL Fiduciary Rule and Potential Limitations On Investor Choice

On Wednesday, April 6, 2016, the United States Department of Labor (the “DOL”) released the final version of its rule imposing a “best interest” fiduciary standard on financial professionals who provide retirement savings...more

Cadwalader, Wickersham & Taft LLP

Chancery Court Provides Lessons on Conflicts of Interest in a Sales Process – Holds Only Financial Advisor Open to Liability

In an October 1st decision (In re Zale Corporation), the Delaware Chancery Court dismissed claims that Zale Corporation’s directors breached their fiduciary duties in connection with Zale’s agreement to merge with Signet. ...more

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