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White & Case LLP

Key Considerations for the 2025 Annual Reporting Season: Your Upcoming Form 20-F and other FPI-Specific Considerations

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With the inauguration of US President Trump on January 20, 2025, public companies await the impact of the new administration on the US Securities and Exchange Commission ("SEC"). President Trump's pick for the next SEC Chair,...more

Cooley LLP

Congress decides not to subject insiders of FPIs to Section 16—for now

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Back in September, we learned about a provision in the then-proposed Senate bill, National Defense Authorization Act for Fiscal Year 2024, which would make insiders of foreign private issuers subject to Section 16 by...more

Davies Ward Phillips & Vineberg LLP

Canadian Dual-Listed Company Insiders May Become Subject to U.S. Short-Swing Profit and Insider Reporting Rules

Buried in the National Defense Authorization Act for Fiscal Year 2024, which the U.S. Senate passed earlier this year, is a provision that, if enacted, will eliminate exemptions relied upon by insiders of dual-listed Canadian...more

BakerHostetler

SEC Adopts Amendments to Share Repurchase Disclosures

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Rulemaking Background - On Dec. 15, 2021, the SEC proposed amendments to the disclosure requirements regarding purchases of equity securities made by or on behalf of an issuer or any affiliated purchaser....more

WilmerHale

SEC Adopts Amendments to Issuer Repurchase Disclosure

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On May 3, 2023, in a 3-2 vote, the SEC adopted amendments to significantly increase the disclosure required about issuer repurchases of their equity securities that are registered under the Securities Exchange Act of 1934....more

Latham & Watkins LLP

Financial Statement Requirements in US Securities Offerings: What Non-US Issuers Need to Know - 2022 Edition

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The most frequently asked question at all-hands meetings for a securities offering is “What financial statements will be needed?” The question seems simple enough. But the answer is rarely straightforward. This User’s Guide...more

WilmerHale

SEC Proposes Rules to Modernize Share Repurchase Disclosures

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On December 15, the same day it proposed amendments to Rule 10b5-1 under the Securities Exchange Act of 1934 (Exchange Act) that may blunt the use of the affirmative defense for insider trading, the Securities and Exchange...more

Dorsey & Whitney LLP

The Lights Could Go Out on Over-the-Counter Companies on September 28, 2021

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On September 28, 2021, companies trading in the United States over-the-counter securities markets (“OTC Markets”) that do not comply with amended Rule 15c-211 will no longer be eligible for quotation on the OTC Markets,...more

Holland & Knight LLP

SEC Approves Nasdaq's Plan to Improve Diversity on Company Boards

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The U.S. Securities and Exchange Commission (SEC) approved Nasdaq Stock Market LLC's proposed rule changes related to board diversity and disclosure on Aug. 6, 2021.1 A Nasdaq-listed issuer, subject to some exceptions...more

Eversheds Sutherland (US) LLP

Diversity boost in the boardroom: SEC approves Nasdaq’s new rules to spark increased board diversity for listed companies

On August 6, 2021, the Securities and Exchange Commission (SEC) approved The Nasdaq Stock Market LLC’s (Nasdaq) Board Diversity Rule, which is intended to enhance board diversity and transparency among companies listed on its...more

Latham & Watkins LLP

Financial Statement Requirements in US Securities Offerings: What Non-US Issuers Need to Know - 2021 Edition

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The most frequently asked question at all-hands meetings for a securities offering is “What financial statements will be needed?” The question seems simple enough. But the answer is rarely straightforward. This User’s...more

Skadden, Arps, Slate, Meagher & Flom LLP

The New EU Market Abuse Regulation: Impact on US Issuers

The rules under the new EU Market Abuse Regulation are in many ways similar to those under the now-repealed Market Abuse Directive. But U.S. issuers that have applied to have securities admitted to trading on EU regulated...more

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