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Proxy Statements

Fox Rothschild LLP

Delaware General Corporation Law Updates Tackle COVID-19, Proxy Information And Emergency Provisions

Fox Rothschild LLP on

Delaware adopted new amendments to its General Corporation Law (DGCL) on July 16, 2020. Amendments to sections 102, 110, 116, 145, 212, 228, 232, 251, 363, 365 and 367 appear to respond to the COVID-19 pandemic, while others...more

Sullivan & Worcester

SEC Revises Rules for Financial Statements Required for Acquisitions and Dispositions of Businesses and Real Estate

Sullivan & Worcester on

In May 2020, the Securities and Exchange Commission approved amendments to the requirements for financial statements relating to acquisitions and dispositions of businesses, including real estate operations, in Regulation S-X...more

White and Williams LLP

M&A Litigation Continued: Simon v. Taubman and Seller Remedies in the Age of COVID-19

White and Williams LLP on

Since the start of the COVID-19 pandemic, several buyers in M&A transactions have sought to avoid closing on a transaction alleging that the seller experienced a material adverse effect (MAE) or breached interim operating...more

Stinson LLP

SEC Charges Company for Undisclosed Perquisites

Stinson LLP on

In a settled enforcement action, the SEC charged Argo Group International Holdings, Ltd. with failure to disclose perquisites provided to its CEO and board member, Mark E. Watson III. In an interesting twist, the SEC charged...more

Seyfarth Shaw LLP

Over 50 M&A Deals Have Been Challenged This Year by a Single Group of Lawyers

Seyfarth Shaw LLP on

The Delaware Court of Chancery’s 2016 decision in In re Trulia Stockholder Litigation sought to address the trend of meritless merger lawsuits flooding the Chancery Court.  Following the decision, however, the battleground of...more

Mayer Brown Free Writings + Perspectives

Another Perqs Related Order from the SEC

The Securities and Exchange Commission announced the entry of an order settling charges against a registrant relating to the failure to disclose fully perquisites and benefits provided to the former chief executive officer. ...more

Stinson - Corporate & Securities Law Blog

SEC Charges Company for Undisclosed Perqs

In a settled enforcement action, the SEC charged Argo Group International Holdings, Ltd. for failure to disclose perqs provided to its CEO and board member, Mark E. Watson III....more

Locke Lord LLP

SEC Streamlines Financial Statement Requirements for Acquired and Disposed Businesses

Locke Lord LLP on

The SEC has revised its rules that require public companies to disclose financial statements of acquired businesses and to show the pro forma effect of acquired and disposed businesses. The adopting release is available here....more

Weil, Gotshal & Manges LLP

Addressing the Impact of COVID-19 in the 2020 Proxy Statement

As companies prepare to file their proxy statements for the 2020 annual meeting, the question arises as to where, if at all, to address the impact of COVID-19. Proxy statements filed in late February and early March...more

Weil, Gotshal & Manges LLP

COVID-19: Delaware and SEC Offer New Relief to Public Companies for the Proxy Season: Address Stockholder Meeting Notice...

In light of the public health concerns stemming from the spread of the coronavirus (COVID-19), and resulting travel bans and stay-at-home orders, the Securities and Exchange Commission (SEC) and state governments, including,...more

Ballard Spahr LLP

SEC Releases Two Additional C&DIs Related to Its COVID-19 Order Extending Certain Conditional Exemptions from Reporting and Proxy...

Ballard Spahr LLP on

On April 6, 2020, the Securities and Exchange Commission (Commission) updated its Exchange Act Forms Compliance and Disclosure Interpretations (C&DIs) by answering two questions related to the Commission’s March 25, 2020,...more

Sheppard Mullin Richter & Hampton LLP

Virtual and Hybrid Shareholder Meetings in the Era of COVID-19: What Public Companies Need to Know

With annual reports on Form 10-K publicly filed and first quarter earnings releases getting underway, proxy season – the annual practice of filing and distributing proxy statements, reserving meeting venues and courting...more

Sheppard Mullin Richter & Hampton LLP

Precautionary and Prudency Measures for Boards Addressing COVID-19 Business Uncertainties

The COVID-19 pandemic has caused unprecedented economic disruptions worldwide. Businesses that were previously flourishing are now seeing rapid declines in demand and revenue, disruptions in their supply chains, and other...more

Skadden, Arps, Slate, Meagher & Flom LLP

SEC COVID-19 Relief for Registered Funds and BDCs: A Summary

In recent weeks, the U.S. Securities and Exchange Commission (SEC) and market participants have dealt with the current and potential impact of the novel coronavirus COVID-19 pandemic. To help market participants remain in...more

Mintz - Securities & Capital Markets...

Delaware Governor Issues Order Clarifying Notice Requirements for Virtual-Only Shareholder Meetings due to COVID-19

On March 13th, the SEC’s Division of Corporation Finance issued guidance allowing companies who had already filed proxy statements to switch to virtual-only meeting formats due to COVID-19 without mailing additional proxy...more

Buchalter

Buchalter Client Alert COVID-19: Annual Shareholder Meetings in the Time of Coronavirus

Buchalter on

The novel coronavirus, COVID-19, is impacting every aspect of doing business, and annual meetings of shareholders are no exception. Each corporation is required by state corporation law, and usually its own bylaws, to hold...more

Mitchell, Williams, Selig, Gates & Woodyard,...

Considerations for Holding Virtual Annual Shareholder Meetings in Light of COVID-19

In light of Coronavirus Disease 2019 (“COVID-19”), the Securities and Exchange Commission (“SEC”) recently released guidance to assist public companies with their upcoming annual shareholder meetings. As explained in the...more

Schnader Harrison Segal & Lewis LLP

COVID-19: SEC Guidance Regarding Annual Shareholder Meetings

The staff of the Division of Corporation Finance of the U.S. Securities and Exchange Commission (“SEC”) issued guidance on March 13, 2020 regarding annual shareholder meetings during the COVID-19 crisis period. A copy of the...more

Shearman & Sterling LLP

SEC Issues Order Extending Conditional Exemptions from Reporting and Proxy Delivery

As part of its response to the effects and economic disruption that the novel coronavirus disease 2019 (“COVID-19”) is causing to the worldwide economy, on March 25, 2020, the Securities and Exchange Commission (“SEC”) issued...more

Katten Muchin Rosenman LLP

COVID-19 Impact on Public Disclosure on SEC Reporting Companies

The 2019 novel coronavirus (COVID-19) pandemic and responses to this crisis, including actions taken by federal, state and local governments, have had an impact on the operations of virtually every business and business...more

Lowenstein Sandler LLP

How US Trustees Can Deter Chapter 11 Proxy Abuses

Some problems in the Chapter 11 bankruptcy process — namely, how unsecured creditors committees and their professional advisers are being selected — have emerged in recent years. Moreover, they are only getting worse. The...more

Rivkin Radler LLP

Remote Participation in Shareholder Meetings in the Age of Coronavirus (Updated)

Rivkin Radler LLP on

UPDATE - After this article was published, New York Governor Andrew Cuomo issued an executive order clarifying this issue. According to the order, due to the coronavirus pandemic, until April 19, 2020, companies...more

Alston & Bird

SEC Extends Conditional Filing Relief to Companies Affected by COVID-19

Alston & Bird on

The coronavirus pandemic has created an unprecedented and rapidly evolving situation federal agencies are scrambling to keep up with. Our Securities Group examines the Securities and Exchange Commission’s continued efforts to...more

Goodwin

SEC Extends COVID-19 Relief for Filing and Proxy Statement Requirements and Issues Updated Disclosure Guidance

Goodwin on

On March 25, 2020, the Securities and Exchange Commission (SEC) announced that it has issued an order that extends the filing periods covered by its earlier order providing conditional relief for certain filing obligations...more

BakerHostetler

SEC Offers Expanded Filing Extensions to Public Companies Grappling With the Effects of COVID-19

BakerHostetler on

On March 25, 2020, the U.S. Securities and Exchange Commission (the SEC or Commission) issued an order that updated its March 4 order to extend the conditional exemptions from reporting and proxy delivery requirements for...more

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JD Supra Privacy Policy

Updated: May 25, 2018:

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Our Website and Services may contain links to other websites. The operators of such other websites may collect information about you, including through cookies or other technologies. If you are using our Website or Services and click a link to another site, you will leave our Website and this Policy will not apply to your use of and activity on those other sites. We encourage you to read the legal notices posted on those sites, including their privacy policies. We are not responsible for the data collection and use practices of such other sites. This Policy applies solely to the information collected in connection with your use of our Website and Services and does not apply to any practices conducted offline or in connection with any other websites.

Information for EU and Swiss Residents

JD Supra's principal place of business is in the United States. By subscribing to our website, you expressly consent to your information being processed in the United States.

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Privacy Officer
JD Supra, LLC
10 Liberty Ship Way, Suite 300
Sausalito, California 94965

You can also manage your profile and subscriptions through our Privacy Center under the "My Account" dashboard.

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California Privacy Rights

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Privacy Officer
JD Supra, LLC
10 Liberty Ship Way, Suite 300
Sausalito, California 94965

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Access/Correct/Update/Delete Personal Information

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Changes in Our Privacy Policy

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Contacting JD Supra

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How We Use Cookies and Other Tracking Technologies

We use cookies and other tracking technologies to:

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There are different types of cookies and other technologies used our Website, notably:

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Controlling and Deleting Cookies

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Updates to This Policy

We may update this cookie policy and our Privacy Policy from time-to-time, particularly as technology changes. You can always check this page for the latest version. We may also notify you of changes to our privacy policy by email.

Contacting JD Supra

If you have any questions about how we use cookies and other tracking technologies, please contact us at: privacy@jdsupra.com.

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