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Shareholders Regulatory Oversight

Thomas Fox - Compliance Evangelist

Boeing: Accept the Omnibus Monitor Approach

I recently wrote a series of blog posts and articles on why the Department of Justice (DOJ) should think big and go big with a completely new approach to the monitorship for Boeing under its agreement to take a guilty plea....more

Patterson Belknap Webb & Tyler LLP

Increase in Securities Litigation and Regulatory Scrutiny Concerning Artificial Intelligence

Several recent lawsuits, and comments by the U.S. Securities and Exchange Commission (“SEC”) and Federal Trade Commission (“FTC”), underscore the increasing litigation and regulatory scrutiny concerning the use of artificial...more

K&L Gates LLP

SEC Expands "Dealer" Definition to Capture Liquidity Providers

K&L Gates LLP on

Introduction - On 6 February 2024, the US Securities and Exchange Commission (SEC) voted 3-2 to adopt two new rules that significantly expand the definitions of a “dealer” and “government securities dealer” in Sections...more

J.S. Held

2024 J.S. Held Global Risk Report: Environmental, Social & Corporate Governance (ESG)

J.S. Held on

The extraterritorial expansion of ESG laws and policies will reach a significant turning point in 2024. Investors, government regulators, and consumers are demanding greater transparency and disclosure when it comes to a...more

Skadden, Arps, Slate, Meagher & Flom LLP

Investment Management Update - February 2024

In this issue, we cover regulatory developments from the fourth quarter of 2023 impacting the investment management sector, including the use of shareholder rights plans as an alternative to state control share statutes....more

NAVEX

Risk & Compliance as a Strategic Imperative for the Board

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In an era marked by heightened global regulatory scrutiny and enforcement, the landscape of risk and compliance is undergoing an evolution making the strategic imperative for effective, risk-based compliance initiatives...more

Hicks Johnson

Landmark Ruling on Oversight Liability Creates New Risks for Corporate Officers

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According to a recent decision handed down by the Delaware courts, corporate officers must now contend with a new avenue of liability: the duty of oversight. Previously, only a company’s board could face personal liability...more

White & Case LLP

Proxy Advisory Firms Issue 2023 Voting Guidelines

White & Case LLP on

Institutional Shareholder Services ("ISS") and Glass Lewis & Co. LLC ("Glass Lewis"), the two major proxy advisory firms, recently issued their updated proxy voting guidelines for the 2023 proxy season. These policy updates...more

Fenwick & West LLP

ESG in Silicon Valley: A Look at the ESG Disclosure Practices of the SV 150 - March 2022

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Throughout the last few years, investors, proxy advisors, governance professionals and a number of stakeholders have expressed a keen interest in how companies are managing their environmental, social and governance (ESG)...more

White & Case LLP

Key Considerations for the 2022 Annual Reporting and Proxy Season

White & Case LLP on

This memorandum outlines key considerations for U.S. public companies in preparation for the 2022 annual reporting and proxy season.   ▪️ Part I of this memo, which was published in January 2022, describes key...more

Fenwick & West LLP

Best Practices for Establishing ESG Disclosure Controls and Oversight

Fenwick & West LLP on

In recent years the demand for information regarding companies’ environmental, social and governance (ESG) activities, risks and opportunities has risen sharply. Shareholders and other stakeholders seek ESG information that...more

White & Case LLP

ISS and Glass Lewis Issue 2022 Updates: Top Six Key Policy Changes and Take-Aways

White & Case LLP on

In the past few weeks, both major proxy advisory firms, Institutional Shareholder Services ("ISS") and Glass Lewis & Co. LLC ("Glass Lewis"), have issued their updated proxy voting guidelines for the 2022 proxy season. These...more

White & Case LLP

UK National Security and Investment Act screening regime to go live from 4 January 2022

White & Case LLP on

Having received Royal Assent on 29 April 2021, the Secretary of State for Business Energy and Industrial Strategy ("SoS") has announced that the investment-screening regime envisaged by the National Security and Investment...more

Perkins Coie

ESG Claims in an Era of Heightened Regulatory and Litigation Risks

Perkins Coie on

From investors and shareholders to customers and employees, key stakeholders are increasingly demanding both corporate action and broad-based public disclosure of environmental, social, and governance (ESG) issues. As...more

McDermott Will & Emery

Update: Auswirkungen der COVID-19-Pandemie im Gesellschaftsrecht

McDermott Will & Emery on

Die Schutzmaßnahmen zur Vermeidung der Ausbreitung der COVID-19-Pandemie, insbesondere die Einschränkungen der Versammlungsmöglichkeiten von Personen, wirken sich nach wie vor auf die Handlungsfähigkeit von Unternehmen...more

Goodwin

SEC’s Disgorgement Authority Expanded Under National Defense Authorization Act for Fiscal Year 2021

Goodwin on

SEC’s Disgorgement Authority Expanded Under National Defense Authorization Act for Fiscal Year 2021; Delaware Court of Chancery Rejects Derivative Claim Based On Deficient Anti-Money Laundering Compliance Efforts: “Bad...more

McDermott Will & Emery

Corporate Law & Governance Update - February 2019

McDermott Will & Emery on

INCREASING FOCUS ON CORPORATE PURPOSE - There is a notable increase in governance discourse on the relationship of corporate purpose to sustainable revenue growth, in the context of changing social and political...more

Akin Gump Strauss Hauer & Feld LLP

SFC Issues Consultation Conclusions on the Hong Kong Open-Ended Fund Company Regime

• The introduction of an OFC structure in Hong Kong is intended to further develop Hong Kong as an international asset management centre and fund domicile. • The OFC provides Hong Kong Type 9 licenced managers seeking to...more

Hogan Lovells

French legal and regulatory update – March 2018

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The Paris office of Hogan Lovells is pleased to provide this English language edition of our monthly e-newsletter, which offers a legal and regulatory update covering France and Europe for February 2018. ...more

Bennett Jones LLP

Securities Commissions Provide Guidance on New Canadian Takeover Rules in Hostile Cannabis Bid

Bennett Jones LLP on

For close to three months, M&A lawyers and other capital markets participants had been anxiously awaiting the release of written reasons from the Ontario Securities Commission (“OSC”) and the Financial and Consumer Affairs...more

Stinson LLP

ISS Seeks Comment on Updated Policies Including Gender Pay Gap

Stinson LLP on

International Shareholder Services (ISS) has made available for public comment certain proposed changes to ISS’ benchmark voting policies for 2018 that could generally become effective for the upcoming proxy season....more

Hogan Lovells

French Legal and Regulatory Update - May 2017

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The Paris office of Hogan Lovells is pleased to provide this English language edition of our monthly e-newsletter, which offers a legal and regulatory update covering France and Europe for May 2017. ...more

Robins Kaplan LLP

Your Daily Dose of Financial News

Robins Kaplan LLP on

Shareholders have accused Under Armour of “concealing the impact” of Sports Authority’s bankruptcy from investors in order to artificially inflate its stock price. The suit comes on the heels of a disastrous Q4 for UA, in...more

Latham & Watkins LLP

2015 Guide to Acquiring US Public Companies

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This guide summarizes certain important considerations for acquiring a publicly traded US-based target corporation through a negotiated (i.e. “non-hostile”) tender offer, exchange offer or merger. US public companies are...more

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