Last October, a District Court in Colorado turned the economic substance doctrine on its head. In Liberty Global, Inc. v. US, a District Court granted the Government’s motion for summary judgement and found that contrary to...more
Yesterday, Corp Fin issued Staff Legal Bulletin 14L, which outlines Corp Fin’s most recent interpretations of Rule 14a-8(i)(7), the ordinary business exception, and Rule 14a-8(i)(5), the economic relevance exception. The new...more
The Division of Corporation Finance (Staff) of the Securities and Exchange Commission (SEC) has issued new guidance on the ability of companies to exclude shareholder proposals from their proxy statements under the “ordinary...more