Another indication that regulators are on high alert for further fallout in the wake of the collapse of major crypto firms.
Review of the Division of Corporation Finance’s Sample Comment Letters Can Help Guide Issuers in Preparing Their SEC Filings
On August 26, 2020, the SEC adopted amendments to its business, legal proceedings and risk factors disclosure rules. All public companies, particularly smaller ones, can benefit from the SEC’s continuing commitment to a principles-based and company-specific approach to disclosure in registration statements, periodic reports and certain proxy statements filed with the SEC.
New SEC rules adopted in 2018 simplify certain disclosure requirements and amend the definition of smaller reporting company.
This post first appeared in Securities Regulation Daily, a Wolters Kluwer publication, on August 29, 2017.
Item 401 of Regulation S-K requires that companies disclose the business experience of its directors, officers, nominees and significant employees in order for investors and stockholders to evaluate the management of a public company
Important considerations for the upcoming proxy season.
Smaller reporting companies and emerging growth companies can save time and money knowing which sections of their Form 10-K and annual proxy statement can be omitted under SEC rules.
This blog post discusses recent SEC guidance that will adversely impact the ability of reporting companies to exclude shareholder proposals from their proxy materials. The bulletin issued by the SEC significantly narrows the "conflicting proposals" exclusion under
Rule 14a-8(i)(9) and confirms the SEC's historical interpretation of the "ordinary business" exclusion under Rule 14a-8(i)(7).
This post discusses recent SEC guidance regarding matters that must be submitted as a separate proposal to be voted on by shareholders of a target company seeking approval of a merger or acquisition. The SEC concludes that, in acquisitions where the target company shareholders are receiving stock of the acquiror, target shareholders, in addition to voting on the merger itself, must also separately approve any material amendments to the acquiror’s organizational documents that would substantively affect their rights as shareholders of the acquiror.
The SEC recently adopted a controversial new rule that requires a public company to disclose the ratio of the compensation of its chief executive officer to the median compensation of its employees.