Securities and Exchange Commission (SEC), Indemnification Clauses

SEC Renewed Action on Hedge Clauses

Winstead PC on 2/14/2025

Hedge clauses are provisions in investment advisory agreements that aim to limit an adviser’s liability for certain actions or outcomes. The U.S. Securities and Exchange Commission (the “SEC”) has expressed the position that...more

Blog: Delaware bill to update emergency powers, revise PBC provisions and amend indemnification provisions signed into law

Cooley LLP on 7/28/2020

Delaware Assembly Bill 341 has finally been signed into law. Among other things, the bill confirms the availability of specific powers relating to stockholders’ meetings that may be exercised by the board during an emergency...more

6 Questions PE Sponsors Must Ask About Their GPL Policies

Proskauer - The Capital Commitment on 12/10/2015

Private equity fund sponsors are facing increased litigation risk from regulators and private parties, including limited partners and stakeholders in portfolio companies. As a result, private equity firms should re-examine...more

The SEC’s Unconvincing Case Against Indemnification

Allen Matkins on 7/15/2015

The Securities and Exchange Commission’s proposed rules take a hard line against issuers indemnifying executives against clawbacks: We believe that indemnification arrangements may not be used to avoid or nullify the recovery...more

SEC Proposes Clawback Rules

McGuireWoods LLP on 7/3/2015

Yesterday, the SEC proposed the long-awaited executive compensation clawback rules under Section 954 of the Dodd Frank Act. Weighing in at over 100 pages, there is a lot to digest. This McGuireWoods client alert provides an...more

The SEC Continues to Turn Up the Heat on Private Equity’s Fees, Expenses and Valuation Practices

Cozen O'Connor on 4/10/2015

On April 3, 2015, The Wall Street Journal reported that private equity adviser Fenway Partners LLC (Fenway) received a Wells Notice from the U.S. Securities and Exchange Commission (SEC) in March 2015 regarding Fenway’s...more