News & Analysis as of

Disclosure Requirements Shareholder Rights

Tarter Krinsky & Drogin LLP

Delaware Clarifies Stockholders’ Rights to Inspect Corporate Books and Records

Section 220 of the Delaware General Corporation Law (“DGCL”) was recently amended by Delaware Senate Bill 21 to reflect the Delaware legislature’s efforts to continue to provide a business-friendly environment and preserve...more

Conyers

BVI Court of Appeal Upholds Directors' Right to Inspect Company Documents, Including Litigation Funding Details

Conyers on

In a recent decision, the Eastern Caribbean Supreme Courts’ Court of Appeal reaffirmed the statutory rights of directors under the BVI Business Companies Act, 2004 (the “BCA”) to inspect company documents, including...more

KPMG Board Leadership Center (BLC)

[Webinar] Lessons from the 2025 Proxy Season - June 26th, 11:00 am - 12:00 pm ET

Join us for the next KPMG Board Leadership Center quarterly webcast as we discuss trends from the 2025 proxy season. Topics to be discussed include: - A look at proxy voting trends and outcomes - The board’s story and...more

Cole Schotz

State of Delaware Adopts Milestone Amendments to the Delaware General Corporation Law

Cole Schotz on

On March 25, 2025, significant amendments to the General Corporation Law of the State of Delaware (the DGCL), intended to provide greater certainty to transaction planners in light of recent Delaware case law developments,...more

Perkins Coie

Delaware Significantly Narrows Scope of Stockholder Inspection of Corporate Books and Records

Perkins Coie on

Delaware Governor Matt Meyer signed into law substantive amendments to Section 220 of the Delaware General Corporation Law (Section 220), the statute that allows stockholders of corporations organized under Delaware law to...more

BakerHostetler

Delaware Amends General Corporation Law to Create Safe Harbor for Controller Transactions and Place Limitations on a Stockholders’...

BakerHostetler on

Last week, the Delaware Governor signed a bill amending Section 144 of Delaware General Corporation Law (“DGCL”) to create a safe harbor from litigation for transactions between corporations and their controlling...more

Bennett Jones LLP

Redefining Corporate Disclosure of Material Change

Bennett Jones LLP on

The Potential Impact of the Supreme Court of Canada's Decision in Lundin Mining Corporation v. Markowich - As the Supreme Court of Canada (the SCC) prepares to deliver its decision in Lundin Mining Corporation v Dov...more

BCLP

SEC Acting Chair Announces Sweeping Climate and ESG Initiatives, New Regulatory Priorities and Potential Rollback of Recent Rule...

BCLP on

In a speech on March 15, 2021, Allison Herren Lee, Acting Chair of the SEC, reported on the steps the SEC is taking to meet investors’ growing demand for climate and ESG information, stating that “no single issue has been...more

Morgan Lewis

SEC Releases Guidance on Disclosure Considerations for China-Based Issuers

Morgan Lewis on

The SEC Division of Corporation Finance has provided its views regarding certain disclosure considerations for companies based in or with the majority of their operations in the People’s Republic of China....more

Akin Gump Strauss Hauer & Feld LLP

ESG: New Disclosure Rules for Investment Managers

1. New EU and UK disclosure requirements - The new disclosure requirements for investment managers and advisers with respect to their environmental, social and corporate governance (ESG) policies will apply in the European...more

Mayer Brown Free Writings + Perspectives

SEC Staff Guidance Regarding Disclosure Considerations for China-Based Issuers

Yesterday, November 23, 2020, the Staff of the Securities and Exchange Commission Division of Corporation Finance issued CF Disclosure Guidance Topic No. 10.  The guidance addresses disclosure considerations for companies...more

Cooley LLP

Blog: Corp Fin provides new disclosure guidance for China-based issuers

Cooley LLP on

Yesterday, Corp Fin posted CF Disclosure Guidance: Topic No. 10, Disclosure Considerations for China-Based Issuers, which provides guidance regarding disclosure considerations for companies based in or with the majority of...more

Lowenstein Sandler LLP

New Research: Do Managers of a Target Corporation Withhold Good News?

Does increased appraisal risk have an effect on manager behavior?  Recent research (unpublished) suggests it does. In this paper (earlier version), the author examines target manager disclosure behavior before and after the...more

Akin Gump Strauss Hauer & Feld LLP

In Principle: 10 Things Authorised Firms Need to Know for 2020

Welcome to the 2020 edition of In Principle. With the United Kingdom (UK) leaving the European Union (EU) on31 January 2020, and moving into a transition period which will last until 31 December 2020, Brexit of courselooms...more

Latham & Watkins LLP

UK Listed Companies: Key Legal Developments in 2020

Latham & Watkins LLP on

The regulatory regime and disclosure requirements for listed companies in the UK will continue to evolve in 2020. Issuers and their advisers should be aware of the key legal developments that will occur during this year,...more

Akin Gump Strauss Hauer & Feld LLP

Changes to the FCA’s Rules Implementing the Revised Shareholder Rights Directive – What Asset Managers Need to Know

As part of the EU Sustainability Action Plan and the Sustainable Finance initiative, the revised Directive 2007/36/EC (the “Shareholder Rights Directive” or “SRD II”) introduces new requirements on asset managers to establish...more

Cadwalader, Wickersham & Taft LLP

Shareholder Engagement with UK Companies – Proposed Changes to the Stewardship Framework

Two UK regulatory bodies are currently consulting on rules relating institutional shareholders’ engagement with and stewardship of their investee companies. The Financial Conduct Authority (“FCA”) consultation paper relates...more

Skadden, Arps, Slate, Meagher & Flom LLP

Skadden's 2019 Insights: Key Delaware Corporation Law Developments

The Delaware courts issued a number of significant decisions in 2018 that are likely to have ripple effects throughout 2019. Among them were a series of cases that further developed the parameters of the Corwin and MFW...more

Hogan Lovells

Shareholder litigation in M&A — what you should watch out for

Hogan Lovells on

We’ve put lawyers from our offices in Spain, France, Germany, the Netherlands, and the U.S. on the spot. Having got them thinking about when they’ve been up against shareholders in M&A litigation, we asked for pointers you...more

Hogan Lovells

Corporate News – September 2018

Hogan Lovells on

A monthly newsletter covering topics of interest in the field of UK corporate law including mergers and acquisitions, listed companies, equity capital markets, corporate governance and general company law. ...more

Mintz - Securities & Capital Markets...

SEC’s Investor Advisory Committee Airs Concerns Over Multi-Tiered Offerings Following Snap’s IPO

Snap Inc., which debuted on the New York Stock Exchange (NYSE) on March 2nd, was the largest tech IPO since Alibaba went public in 2014. Initially priced at $17 per share, the share price jumped to more than $24 by the end of...more

Stinson - Corporate & Securities Law Blog

Symantec Beats Litigation Challenging Proxy Disclosures For Annual Meeting

A California court recently granted Symantec’s demurrer in a lawsuit that challenged its proxy statement disclosures in connection with an annual meeting. For those of us who haven’t been to law school recently, a demurrer...more

Skadden, Arps, Slate, Meagher & Flom LLP

"SEC Considering Disclosure of Political Activity Spending"

On December 21, 2012, the U.S. Securities and Exchange Commission (SEC) indicated in its semiannual regulatory agenda that the staff of the SEC’s Division of Corporation Finance is considering whether to recommend that the...more

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