Compliance into the Weeds: The SEC and Climate Disclosures
PODCAST: Trending Now An IP Podcast - Patent Office Secrecy Orders
Life Sciences Quarterly (Q3 2019): SEC Enforcement and Class Actions Regarding FDA Communications
Impact of environmental, social and governance agenda on tax
This Week in FCPA-Episode 80, The Last Jedi Edition
Life Sciences Quarterly: A View From Washington: What to Expect From the SEC
Compliance into the Weeds-Episode 39, Disclosure of Ransomware Attacks
As a firm responsible for managing global portfolios for pharmaceutical companies, we closely follow and seek to stay abreast of developments regarding patentability in various jurisdictions. We recently reviewed the Unified...more
In In re Columbia Pipeline Group, Inc. Merger Litigation, C.A. No. 2018-0484-JTL, the Delaware Court of Chancery allocated liability among two sell-side officers and a third-party acquirer under the Delaware Uniform...more
The New York Court of Appeals recently clarified and reinforced the attorney-client privilege, explaining that certain internal training materials reflecting legal analysis of statutory, regulatory, and decisional law...more
On March 14, the U.S. Treasury Department, Office of Foreign Assets Control (OFAC) announced that EFG International AG (EFG), a Switzerland-based bank, had agreed to pay roughly $3.74 million to settle allegations that it had...more
A flurry of recent lawsuits in the wake of the Supreme Court’s June decision on affirmative action have further muddied the waters for public companies trying to thread their way through competing interests....more
On July 26, 2023, the U.S. Department of Commerce, Bureau of Industry and Security (BIS), the U.S. Department of the Treasury Office of Foreign Asset Control (OFAC) and the U.S. Department of Justice (DOJ) released joint...more
As a growing number of state legislatures across the country advance anti-DEI initiatives before the end of their respective legislative sessions, diversity statements are in the crosshairs. Diversity statements began...more
U.S. Policy Developments - Since the fall of 2022, DOJ has made several policy pronouncements in connection with its efforts to combat corporate crime. While it remains to be seen how these policies will ultimately affect...more
In order to provide an overview for busy in-house counsel and compliance professionals, we summarize below some of the most important SEC enforcement developments from the past month, with links to primary resources....more
The SEC’s Division of Enforcement has increasingly put the spotlight on disclosure controls— the processes that public companies use to collect information for disclosures in their public filings. The agency recently charged...more
In order to provide an overview for busy in-house counsel and compliance professionals, we summarize below some of the most important SEC enforcement developments from the past month, with links to primary resources. This...more
On January 19, the CFPB issued Circular 2023-01 to affirm that companies offering “negative option” subscription services are required to comply with federal consumer financial protection laws. According to the Circular,...more
Yesterday, I wrote about the Securities and Exchange Commission's attempt to force the prominent law firm of Covington & Burling LLP. In some discussions about the case, some have assumed that the concern is about...more
Part I of our two-part series identifies our Public Company Advisory Group's 10 important considerations when preparing Annual Reports on Form 10-K in 2023, organized in two categories: 1. Six Housekeeping Considerations:...more
The Securities and Exchange Commission’s (SEC’s) new universal proxy rules, which took effect for meetings after August 31, 2022, require the use of “universal” proxy cards in all director election contests, except for...more
Board minutes are an essential part of a company’s internal record keeping. But they are more than a routine, formal exercise. They also play a pivotal role in stockholder litigation. As a contemporaneous record, plaintiff...more
To prepare for 2023, reporting companies should be aware of applicable SEC filing deadlines and financial statement “staleness” dates, as well as regulatory reforms that may affect the preparation and contents of disclosures...more
As companies grapple with the business challenges that rising interest rates and an uncertain economic outlook present, there are the inevitable questions about whether companies should worry less about environmental, social...more
On December 13, 2022, the Securities and Exchange Commission unanimously adopted amendments to Rule 10b5-1, imposing new limitations on the ability of insiders to utilize so-called “10b5-1 plans.” 10b5-1 plans are plans to...more
On December 14, 2022, the U.S. Securities and Exchange Commission adopted amendments to Rule 10b5-1 under the Securities Exchange Act of 1934 (Exchange Act) and new disclosure requirements designed to enhance investor...more
As the U.K. faces what the Bank of England recently described as “very challenging” times, with the possibility of the U.K.’s “longest recession since records began,” issuers listed on the London Stock Exchange should pay...more
Recent developments, including Russia’s invasion of Ukraine, ongoing tensions between the U.S. and China, and turmoil in the digital assets sector, have made it essential for companies — including their directors and senior...more
The proliferation of U.S. sanctions and other regulations affecting cross-border transactions has implications for directors, who may be personally liable for violations in some cases. Meanwhile, the Securities and Exchange...more
On November 16, 2022, the IRS released a long-awaited update to the procedure for large corporate taxpayers and large partnerships under continuous audit to obtain Qualified Amended Return (QAR) treatment for items disclosed...more
For decades, large corporate taxpayers under continuous audit have been able to make disclosures under Revenue Procedure 94-69 at the beginning of an examination to notify the Internal Revenue Service (IRS) of adjustments...more