The federal Corporate Transparency Act (CTA), effective January 1, 2024, whose constitutionality is currently being tested in the courts, follows in the footsteps of the IRC in that it creates a limited statutory exception...more
On Wednesday, March 1 the Department of Justice (DOJ) announced its first-ever prosecution of an individual for insider trading based on an executive’s use of 10b5-1 trading plans. Terren Peizer, the executive chairman of...more
The Financial Conduct Authority (FCA) has published Primary Market Bulletin No.33 (PMB No.33) featuring Brexit-related changes for EEA audit firms, details of their new online portal for submitting major shareholdings...more
This edition of the Primary Market Bulletin includes an update on the implementation of the European Single Electronic Format, COVID temporary policy measures on corporate reporting and a reminder for issuers and their...more
In March 2020, I posted a blog reviewing the evolution of the legal analysis applied to a retirement plan’s holding of “employer securities” under the Employee Retirement Income Security Act of 1974, as amended (“ERISA”)......more
An issuer of high yield bonds is subject to a number of different ongoing reporting obligations, some of which are contractual and some of which are regulatory. As part of the transaction process, issuers should take these...more
We set out in the attached Newsletter a number of interesting English court decisions and market developments which have taken place in the second half of 2019 and their impact on M&A transactions. This review looks at these...more
ESMA has published a consultation paper seeking views on various provisions of the Market Abuse Regulation (MAR). These include revisions to the protections created by the market soundings regime, an assessment of the...more
This edition provides an overview of key regulatory developments in the past three months relevant to companies listed, or planning to list, on The Stock Exchange of Hong Kong Limited (HKEx), and their advisers. In...more
The rules under the new EU Market Abuse Regulation are in many ways similar to those under the now-repealed Market Abuse Directive.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
On 3 July 2016, Regulation 596/2014 of the European Parliament and of the Council of the European Union (the Market Abuse Regulation) repealed and replaced Directive 2003/6/EC on Market Abuse (the Market Abuse Directive)....more