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Securities and Exchange Commission (SEC) Subsidiaries

Dorsey & Whitney LLP

SEC Staff Provides Welcome Guidance to Resource Extraction Issuers

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As discussed in our January 10, 2024 webinar, new SEC rules require resource extraction issuers that file reports with the SEC to file a Form SD within 270 days after each fiscal year end to report their payments to the U.S....more

K&L Gates LLP

Supreme Court Limits Shareholder Suits based on "Pure Omissions" in Corporate Disclosures

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On Friday, 12 April 2024, the United States Supreme Court unanimously ruled that a corporation’s failure to disclose certain information about its future business risks, without more, cannot form the basis of a private...more

Cornerstone Research

SEC Enforcement Activity: Public Companies and Subsidiaries—FY 2023 Executive Summary

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SEC enforcement actions against public companies and subsidiaries rose again in FY 2023, with 91 new actions filed, the third highest of any fiscal year in SEED. Although filings increased, total monetary settlements fell to...more

Cornerstone Research

SEC Enforcement Activity: Public Companies and Subsidiaries—FY 2023 Number of Filings

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The number of actions filed by the SEC against public companies and subsidiaries climbed again in FY 2023 to 91 actions, a 34% increase over the prior fiscal year. These actions accounted for 18% of the 501 total standalone...more

Cornerstone Research

SEC Enforcement Activity: Public Companies and Subsidiaries—FY 2023 Key Trends

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The SEC noted cooperation by 69% of public companies and subsidiaries that settled in FY 2023, the third highest of any fiscal year in the Securities Enforcement Empirical Database (SEED). Of the cooperating defendants that...more

Cornerstone Research

SEC Enforcement Actions Against Public Companies and Subsidiaries Jump in FY 2023

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Total monetary value of settlements fell to lowest level in last eight fiscal years. The U.S. Securities and Exchange Commission (SEC) filed 91 enforcement actions against public companies and subsidiaries in fiscal year...more

Nutter McClennen & Fish LLP

Nutter Bank Report: July 2023

The Federal Reserve has announced that its FedNowSM Service, a new interbank settlement service with clearing functionality to support instant payments, went live on July 20 with 35 early-adopting banks and credit unions. The...more

Willcox & Savage

Out of Scope - Exemptions from the Corporate Transparency Act

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The second installment in a multi-part series looking at the new Corporate Transparency Act discusses what is likely to be the first question that many companies have whenever a new law is passed – are we exempt? ...more

WilmerHale

Second Circuit Limits Reach of FCPA’s Anti-Bribery Provisions Charged Under Agency Principles

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On August 12, 2022, the US Court of Appeals for the Second Circuit issued another decision in a long-running criminal action that holds significant implications for the reach of the US Foreign Corrupt Practices Act (FCPA)...more

International Lawyers Network

Establishing A Business Entity In the Philippines (Updated)

I. Types of business entities - As a general rule, foreign equity is allowed to conduct and participate in business in the Philippines, through any of the following modes: 1. By investing in a domestic stock...more

Lowenstein Sandler LLP

Effective and Efficient Pre-Transaction FCPA Diligence: How to Leverage Compliance and ESG to Avoid Buyer’s Remorse and Other...

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The arduous process of FCPA compliance requires risk teams to digest and cross-reference a morass of information – from internal data analysis to human representatives collecting interviews on the ground. Diligence failures...more

Goodwin

Litigation Insights - July 2021

Goodwin on

FOREWORD - On behalf of the new and expanding Goodwin London litigation team I am delighted to welcome you to our first ever ‘Litigation Insights’: a series of quarterly updates on important and interesting developments...more

Snell & Wilmer

Delaware Court of Chancery Adopts Reverse Veil-Piercing

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In a case of first impression in Delaware, the Court of Chancery adopted the equitable doctrine of reverse veil-piercing1 in Manichaean Capital LLC v Exela Technologies Inc., a post-merger action to enforce an appraisal...more

Morrison & Foerster LLP

Top 10 International Anti-Corruption Developments For July 2020

In order to provide an overview for busy in-house counsel and compliance professionals, we summarize below some of the most important international anti-corruption developments from the past month, with links to primary...more

Eversheds Sutherland (US) LLP

Significant strides: SEC adopts new “significant subsidiary” tests for investment companies and reduces financial information...

On May 21, 2020, the Securities and Exchange Commission (the SEC) adopted rule amendments that will impact the requirement of Investment Companies (as defined below) to disclose the financial statements of certain of its...more

Foley Hoag LLP

Product Liability Update - May 2020

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Foley Hoag LLP publishes this quarterly Update primarily concerning developments in product liability and related law from federal and state courts applicable to Massachusetts, but also featuring selected developments for New...more

Cadwalader, Wickersham & Taft LLP

SEC Adopts Amendments to Disclosure Requirements for Acquired and Disposed Businesses

On May 21, 2020, the Securities and Exchange Commission (the “SEC”) adopted amendments to its disclosure requirements for acquired and disposed businesses. ...more

Morrison & Foerster LLP

U.S. SEC Adopts Rule Amendments To Simplify Guarantor And Pledgor Financial Disclosures

The U.S. Securities and Exchange Commission (the “SEC”) recently adopted amendments to the financial disclosure requirements applicable to registered debt offerings that include certain credit enhancements. The amendments...more

A&O Shearman

Central District Of California Denies Class Certification Of Securities Act Claims Because Common Issues Found Not To Predominate...

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On March 13, 2020, Judge Philip S. Gutierrez of the United States District Court for the Central District of California denied class certification in an action against a restaurant franchising company and certain of its...more

A&O Shearman

SEC Eliminates Consolidating Financial Information for SEC-Registered Debt Securities with Subsidiary Issuers or Guarantors

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Amendments eliminate audited three-year guarantor financial statement footnote and separate financial statements of subsidiaries whose shares are pledged; replaced with unaudited combined summarized financial information for...more

Skadden, Arps, Slate, Meagher & Flom LLP

SEC Adopts Amendments to Rules 3-10 and 3-16 of Regulation S-X in Certain Registered Debt Offerings

On March 2, 2020, the Securities and Exchange Commission (SEC) adopted amendments that reduce and simplify the financial disclosure requirements applicable to registered debt offerings for guarantors and issuers of guaranteed...more

King & Spalding

REIT Advisor – March 2020

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On March 2, 2020, the Securities and Exchange Commission (the “SEC”) released its final rule amending the financial disclosure requirements applicable to registered debt offerings that include credit enhancements, including...more

Dorsey & Whitney LLP

SEC Seeks to Encourage Registered Debt Offerings by Amending Financial Statement Requirements

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On March 2, the Securities and Exchange Commission adopted amendments to the financial disclosure requirements applicable to registered debt offerings that include credit enhancements, such as subsidiary guarantees. The final...more

Kramer Levin Naftalis & Frankel LLP

SEC Simplifies Financial Disclosure Requirements for Subsidiary Guarantors

On March 2, 2020, the Securities and Exchange Commission voted to adopt amendments to the financial disclosure requirements for guarantors and issuers of guaranteed securities registered or being registered in Rule 3-10 of...more

Eversheds Sutherland (US) LLP

Hoskins escapes FCPA convictions while money laundering convictions remain

On February 26, 2020, the US District Court for the District of Connecticut reinforced the Second Circuit’s recent decision to limit prosecutors’ ability to pursue Foreign Corrupt Practices Act (FCPA) charges against foreign...more

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