“Monsters, Inc.” y el buen gobierno corporativo
Meeting the Proposed SEC Climate Disclosure Requirements
The Justice Insiders Podcast - Human Beings: Cybersecurity's Most Fragile Attack Surface
JONES DAY TALKS®: Court Grants Stay on SEC’s Climate Disclosure Rule, but Companies Should Continue Preparations
Equity Award Delegations for Publicly Traded Companies — The Consumer Finance Podcast
SEC’s New Cyber Rules for Publicly Traded Companies — The Consumer Finance Podcast
PLI's inSecurities Podcast - Commissioner Uyeda on “the Perils of Regulation by Theory and Hypothesis”
PLI's inSecurities Podcast - Addressing the “Netflix Problem” in Securities Regulation
December 1st Deadline to Adopt Executive Compensation Clawback Policies — The Consumer Finance Podcast
ESG Essentials: What You Need To Know Now - Episode 16 - ESG Backlash
Regulatory Phishing Podcast - The Impact of Cybersecurity Compliance on Corporate Transactions
The Justice Insiders Podcast: Incidents in the Material World: SEC Adopts New Cybersecurity Rules
Episode 288 -- SEC Adopts Robust New Cybersecurity Disclosure Rules
Taking the Pulse, A Health Care and Life Sciences Video Podcast | Episode 113: Ryan Loehr, Managing Director, AMB Wealth
Code Section 409A - Six Month Delay
What Does The SEC Approved NASDAQ Diversity Proposal Mean For Boards?
Monthly Minute | Green Technology Resources
Understanding SPAC Transactions: What it Takes to Be “SPAC Ready"
Nota Bene Episode 106: The Corporate Investor Movement Toward Environmental, Social, and Governmental Policies with Allison Troianos and Ariel Yehezkel
As scrutiny of public companies continues to increase, it is important for directors and officers to understand the full range of protections from personal liability available to them and for a company to be cognizant of its...more
Public company insurance policyholders beware: In recent years, insurance carriers have increasingly invoked the “bump-up” exclusion, which is a carve out provision typically found in directors and officers (D&O) insurance...more
Woodruff Sawyer is the market leader when it comes to placing D&O insurance for companies going public, be it through an IPO, direct listing, or merger with a SPAC (a “de-SPAC” transaction). Experience matters in this arena....more
As they go through their initial public offering (IPO) and the subsequent merger & acquisition (M&A) process, special purpose acquisition companies (SPACs) face many regulatory, legal, and business hurdles. Obtaining the...more
Non-US companies are attracted to going public on a US exchange for a variety of reasons, such as access to capital, increased liquidity, and in some cases, more flexible rules and regulations compared to other markets....more
While it’s true that the recent SPAC craze has significantly cooled, there are still more than 300 SPACs searching for a deal, according to SPAC Insider. The good news for those still searching for a deal is that there isn’t...more
A question that comes up at the time of an IPO is this: Should we place a tail policy on our private company D&O insurance? Although this is a complex question, the answer is straightforward: No, if you can avoid a past acts...more
Tumultuous, exasperating, difficult, nerve-wracking, and frustrating are all apt descriptions of the 2022 SPAC market. We’ve summarized some of its ups and downs in our year in review blog post from October and have touched...more
In 2020 and 2021, Special Purpose Acquisition Companies (SPACs) were all the rage. A SPAC is a “blank check company,” publicly traded, and organized for the purpose of merging with a private company. It’s a mechanism for a...more
Over the past year, SPACs have been through market shifts, regulatory thrashing, economic issues, novel litigation theories, and SEC enforcement actions. I touched on all of these in my previous post, but for this month’s...more
Directors and officers (D&O) liability insurance is designed to protect management from personal liability for a claim resulting from an alleged breach of fiduciary duty while managing the operations of a company. The...more
In this alert, we provide a round-up of the latest developments in ESG for UK corporates. In this month’s ESG Market Alert, we cover: The Hogan Lovells Navigating Deep Waters survey’s findings that the majority of companies...more
Good news: The downward trend of securities class actions against public companies continues as we look at the first half of 2022. If the trend holds for the second half of 2022, the rate of securities class action litigation...more
Plenty has changed since January 2022, when we last examined developing trends in the SPAC market. Since then, the macroeconomic environment shifted dramatically due to rising inflation, increasing interest rates, and the war...more
On March 21, 2022, the Securities and Exchange Commission (“SEC”) proposed rule amendments (the “Proposed Rules”) that would require most US public companies and foreign private issuers to include certain climate-related...more
Becoming a public company is a big undertaking for any private company; there is added complexity for foreign filers, which is to say private issuers incorporated under the laws of a country other than the United States. One...more
Purchasing directors and officers insurance (D&O insurance) is a standard practice for public companies in the United States. D&O insurance is often critical to recruiting and retaining quality directors and officers for...more
SPACs are running into choppy water these days. Delaware Court of Chancery’s January 2022 opinion denying motions to dismiss in the MultiPlan Corp. litigation may be a significant source of concern for SPACs. Certainly, the...more
There is significant complexity to the process of protecting a company and its directors and officers as they undertake the process of going public. This resource is your guide to the D&O insurance process for de-SPAC...more
Environmental, Social, and Governance (ESG) - These are challenging times for insurers, policyholders, and reinsurers. In the coming days, we will review—in a series of articles—some of the key trends and developments...more
SPACs (special purpose acquisition companies) had a volatile year in 2021, raising more funds in the public market and doing more business combinations than ever before. After an extremely busy first quarter the pace of SPAC...more
There was no shortage of excitement and drama in the world of SPACs in 2021. The year started with IPOs of hundreds of SPACs in numbers that eclipsed everyone’s expectations. The exuberance in the SPAC market in the first...more
Litigation stemming from the meteoric rise of Special Purpose Acquisition Company (SPAC) transactions means Directors and Officers (D&O) insurance coverage requires heighted attention. Unlike a traditional IPO, where the...more
With a new year and the introduction of multiple vaccines, there is much hope that the end of the COVID-19 pandemic is in sight. Nevertheless, the pandemic will have wide-ranging consequences far beyond its end date...more
As previously discussed in our Sept. 10, 2020, client alert, in Wong v. Restoration Robotics, Inc., Case No. 18-CIV-02609 (Cal. Super. Ct. Sept. 1, 2020), the Superior Court of California for the County of San Mateo dismissed...more