News & Analysis as of

Securities and Exchange Commission (SEC) Form 20-F Securities Regulation

Cooley LLP

Securities Act and FPI Exchange Act forms CDIs update

Cooley LLP on

Corp Fin continues its project of updating CDIs. This new tranche relates to effectiveness of Form S-3 relative to timing of filing of Forms 10-K and proxy statements, allowing non-automatically effective Forms S-3 to be...more

Troutman Pepper Locke

Disclosure of Insider Trading Policies to Begin in 2025

Troutman Pepper Locke on

With the annual reporting season coming up for calendar-year companies, we wanted to remind you that companies subject to U.S. Securities and Exchange Commission (SEC) reporting requirements are now required to: (i) disclose...more

Skadden, Arps, Slate, Meagher & Flom LLP

Form 20-F for Fiscal Year 2024: What Foreign Private Issuers Should Keep in Mind

There have been a number of notable recent developments in SEC regulation of foreign private issuers (FPIs), including disclosure trends and rule changes that impact the annual report on Form 20-F for fiscal year 2024. In...more

White & Case LLP

Insider Trading Policies: A Survey of Recent Filings

White & Case LLP on

White & Case's Public Company Advisory Group has conducted a survey of publicly filed insider trading policies to assess emerging trends with respect to key insider trading policy terms. Starting with Form 10-K/20-F annual...more

Skadden, Arps, Slate, Meagher & Flom LLP

Form 20-F for Fiscal Year 2023: What Foreign Private Issuers Should Keep in Mind

A number of notable developments over the past year, including disclosure trends and rule changes that impact the annual report on Form 20-F for fiscal year 2023, have updated the U.S. Securities and Exchange Commission...more

Dorsey & Whitney LLP

Prepare to Comply with SEC’s Share Repurchase Disclosure Rules

Dorsey & Whitney LLP on

Beginning with quarters ending on or after October 1, 2023, most US-listed issuers will be required to make more extensive disclosures on their share repurchase programs and insider transactions proximate to a program’s...more

BCLP

Divided SEC Adopts Controversial Cybersecurity Disclosure Requirements

BCLP on

A divided SEC on July 26, 2023 approved new requirements for reporting of material cybersecurity incidents in real-time current reports on Form 8-K or 6-K and disclosure of cybersecurity risk management, strategy and...more

BCLP

Jump Start on Disclosure Changes and Updates for Q2 2023 SEC Filings

BCLP on

As we near June 30, 2023, companies are advised to get a jump start on disclosure changes and possible updates to upcoming Form 10-Qs (or Form 10-Ks in the case of non-calendar year companies). The SEC recently updated the...more

Nelson Mullins Riley & Scarborough LLP

SEC Issues New C&DIs Regarding Form 10-K “Clawback” Checkboxes

The U.S. Securities and Exchange Commission’s (SEC) Division of Corporation Finance recently released updates to several Compliance & Disclosure Interpretations (C&DIs) related to the SEC’s recently adopted rules directing...more

A&O Shearman

It Is Annual Report Time—Recent Developments and Trends for the Preparation of the 2022 Form 20-F

A&O Shearman on

Foreign private issuers (“FPIs”) with a calendar year end must file their annual report on Form 20-F with the U.S. Securities and Exchange Commission (the “SEC”) no later than May 1, 2023....more

Mayer Brown Free Writings + Perspectives

New Data Tagging Requirements for Annual Reports Filed in 2022

The US Securities and Exchange Commission (SEC) adopted final amendments to its rules on December 2, 2021 to implement the requirements in the Holding Foreign Companies Accountable Act of 2020....more

Goodwin

SEC and PCAOB Prepare to Implement the Holding Foreign Companies Accountable Act

Goodwin on

The U.S. Securities and Exchange Commission (SEC) has adopted final amendments that, in conjunction with final rules adopted by the Public Company Accounting Oversight Board (PCAOB) earlier this year and the recent...more

Stinson - Corporate & Securities Law Blog

SEC Proposes to Revise Share Repurchase Disclosures

The SEC has proposed amendments to disclosure requirements regarding repurchases of an issuer’s equity securities that are registered under Section 12 of the Securities Exchange Act of 1934. ...more

Stinson - Corporate & Securities Law Blog

SEC Adopts Interim Amendments for the Holding Foreign Companies Accountable Act

The SEC has adopted interim final amendments to Form 10-K, Form 20-F, Form 40-F, and Form N-CSR to implement the disclosure and submission requirements of the Holding Foreign Companies Accountable Act, or the HFCA Act....more

Sullivan & Worcester

SEC Provides Conditional Regulatory Relief for Public Companies Impacted by Coronavirus (COVID-19)

Sullivan & Worcester on

Companies May Extend Disclosure Deadlines and Implement Changes to Annual Meetings; SEC Reminds Companies of Disclosure Obligations - The Securities and Exchange Commission recently announced that it is providing...more

Mayer Brown Free Writings + Perspectives

New Definitions of Accelerated and Large Accelerated Filer

The Securities and Exchange Commission adopted amendments to the accelerated filer and large accelerated filer definitions, which impact the Sarbanes-Oxley Act of 2002....more

Stinson - Corporate & Securities Law Blog

SEC Amends Accelerated Filer and Large Accelerated Filer Definitions

The SEC has adopted amendments to the accelerated filer and large accelerated filer definitions. The amendments exclude from the accelerated and large accelerated filer definitions an issuer that is eligible to be a smaller...more

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