The US Securities and Exchange Commission has plans to regulate SPACs more closely and mandate ESG reporting—sponsors and companies should pay close attention
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Reminder: Deadlines for Changes to Forms 4 and 5 Reporting and Electronic Filing of Form 144
Insight
Nine developments and trends shaping US shareholder activism in 2023
Following a busy 2022, a range of factors will likely influence activist campaigns during 2023
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DOJ Antitrust Announces Five More Director Resignations from US Company Boards in Continued Aggressive Clayton Act Section 8 Enforcement, Increasing the Spotlight on Private Equity (PE) and Technology Firms
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How to Avoid Risk of SEC Whistleblower Rule Violations in Connection with Employee-related Documents
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SEC Extends Form 144 Filing Hours
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Key Considerations for the 2023 Annual Reporting and Proxy Season Part II: Proxy Statement
Insight
ESG is increasingly critical in US M&A, but greenwashing concerns persist
Environmental, social and governance concerns are being raised in M&A transactions across the board as regulatory pressure continues to climb
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Key Considerations for the 2023 Annual Reporting Season: Form 20-F and other FPI-Specific Considerations
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Ten Key Considerations for the 2023 Annual Reporting and Proxy Season Part I: Form 10-K Considerations
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SEC Adopts Amendments to Rule 10b5-1
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Proxy Advisory Firms Issue 2023 Voting Guidelines
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Corp Fin Issues Sample Letter to Companies Regarding Recent Developments in Crypto Asset Markets
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Corp Fin Issues C&DIs Related to Universal Proxy Rules
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SEC (Finally) Adopts Clawback Rules
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Updating Annual Report Risk Factors: Key Developments and Drafting Considerations for Public Companies
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DOJ Announces Seven Director Resignations from Five US Public Company Boards in the Most Recent Wave of Reinvigorated Clayton Act Section 8 Enforcement
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SEC Releases Electronic Form 144
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PCAOB and Chinese Authorities Sign Agreement, Taking First Step Toward Complete Access for PCAOB to Inspect and Investigate Auditors in China and Hong Kong
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Reminder: Voluntary ISS Annual Benchmark Policy Survey Due by August 31st
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New 1% Excise Tax on Stock Buybacks May Have Far-Reaching Consequences for Capital Markets, SPAC and M&A Transactions
Reminder: Nasdaq Board Matrix Disclosure Deadline is August 8th
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SEC Proposes Amendments to Narrow Certain Substantive Bases for Exclusion of Shareholder Proposals Under Rule 14a-8
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The Global ESG Regulatory Framework toughens up
A look at three key regulatory developments in the EU and US - proposed EU Corporate Sustainability Due Diligence and Reporting Directives and US SEC Climate Change Disclosure Rules
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ESG Disclosure Trends in SEC Filings
Annual Survey – 2022
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SEC Proposes Amendments to Rules to Regulate ESG Disclosures for Investment Advisers & Investment Companies
Article
Repricing Underwater Options
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SEC Issues Sample Comment Letter on Disclosure Obligations Related to Russia’s Actions in Ukraine; White & Case Surveys S&P 500 Disclosures
Key Considerations for the 2022 Annual Reporting and Proxy Season, Part II: Proxy Statement Considerations
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Time to Revisit Insider Trading Policies: The SEC’s Expansion of Insider Trading Enforcement to “Shadow Trading” Survives Motion to Dismiss
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Key Considerations for the 2022 Annual Reporting Season: Form 20-F and Other FPI-Specific Considerations
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Key Considerations for the 2022 Annual Reporting and Proxy Season Part I: Form 10-K Considerations
Alert
SEC Posts Sample Letter to China-Based Companies, Amid a Stalled Process for SEC Clearance of their Offerings
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SEC Focuses on Potential Misuse of Material Non-Public Information in Stock Trades: Proposed Amendments Regarding Rule 10b5-1 Trading Plans and Company "Buybacks"
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ISS and Glass Lewis Issue 2022 Updates: Top Six Key Policy Changes and Take-Aways
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In Another Win for Shareholders, SEC Adopts New Rules for Universal Proxy Cards in Contested Director Elections