NYSE withdraws proposal to extend time period for completion of de-SPAC...
In April, the NYSE proposed a rule change that would have amended Section 102.06 of the Listed Company Manual to allow a SPAC to “remain listed until forty-two months from its original listing date if...
View ArticleSEC Enforcement sweep picks up multiple companies and insiders with late...
Can we call it a year-end tradition yet? It’s almost the end of the SEC’s fiscal year, and, as it did last year around this time, the SEC has just announced a big Enforcement sweep of multiple...
View ArticleSEC adopts EDGAR Next
In September last year, the SEC proposed changes to the EDGAR system designed primarily to enhance EDGAR security, specifically related to EDGAR filer access and account management. (See this PubCo...
View ArticleSEC Enforcement sweep picks up multiple companies and insiders with late...
[We are resending this post from Friday because, for reasons well beyond my technical capacity, it was apparently not distributed to all subscribers. Hopefully, everyone that is supposed to receive it...
View ArticleSEC brings securities fraud charges against Cassava Sciences
The SEC announced last week that it had filed a complaint against Cassava Sciences, Inc., a “pharmaceutical company with one primary drug candidate, PTI-125, a potential therapeutic for the treatment...
View ArticleLast term SCOTUS gave the administrative state quite a thumping. Does it...
If you thought that SCOTUS’ decision in Loper Bright last term tolling the bell for the 70-year old Chevron doctrine was the end of SCOTUS’ drubbing of the administrative state, look again—you may...
View ArticleCalifornia Governor signs legislation tweaking requirements of climate...
California Governor Gavin Newsom has signed into law Senate Bill 219, a bill that tweaks some of the requirements of California’s climate disclosure bills, SB 253, the Climate Corporate Data...
View ArticleSEC charges director with proxy violation for failing to disclose personal...
Last week, the SEC announced settled charges against James R. Craigie, a former CEO, Chair and board member of Church & Dwight Co. Inc., an NYSE-listed “manufacturer of consumer-packaged goods,”...
View ArticleSEC approves Nasdaq proposal related to bid price compliance periods and...
In July, the SEC posted a Nasdaq rule change proposal to “modify the application of the bid price compliance periods where a listed company takes an action to achieve compliance with the bid price...
View ArticleIs there a place for more inside directors on corporate boards?
In this article in the Harvard Business Review, a law professor from the University of Calgary makes “The Case for More Company Insiders on Boards.” From the end of World War II to the 1970s, he...
View ArticleOut of compliance with NYSE listing standards? Better fork over your unpaid fees
The NYSE has proposed a new rule change: if a company is out of compliance with a continued listing standard and it owes the NYSE any unpaid fees, the NYSE will not review a compliance plan submitted...
View ArticleIn new GAO report, some distressing news about SEC’s conflict minerals rules...
“Conflict Minerals—Peace and Security in Democratic Republic of the Congo Have Not Improved with SEC Disclosure Rule.” That is the title of the final required report of the U.S. Government...
View ArticleNYSE proposes to limit the use of reverse stock splits to regain price...
Not to be outdone by Nasdaq, the NYSE is now also proposing to take on the challenge of repeated reverse stock splits. More specifically, the NYSE proposes to limit the circumstances under which a...
View ArticleA few interesting items from the CCR proxy disclosure conference
Here are a few interesting snippets regarding shareholder proposals and Item 1.05 Form 8-K from this week’s 2024 Proxy Disclosure & 21st Annual Executive Compensation Conferences from CCR Corp. On...
View ArticleAre responses to failed say-on-pay votes consequential?
Are you ever surprised that more companies don’t fail their say-on-pay votes? Say on pay was adopted by the SEC under a Dodd-Frank mandate signed into law against the backdrop of the 2008 financial...
View ArticleSCOTUS denies cert. in case regarding agency independence
This PubCo post highlighted a petition for cert. filed this term to review the Fifth Circuit decision, Consumers’ Research v. Consumer Product Safety Commission. Below is a brief update on the...
View ArticleCooley Alert: “SEC Adopts EDGAR Next: What’s New About Next, and What Should...
In September, the SEC adopted changes to the EDGAR system designed primarily to enhance EDGAR security, specifically related to EDGAR filer access and account management. (See this PubCo post.) While...
View ArticleSEC Enforcement mini-sweep charges hypothetical risk factors and other...
On Tuesday, the SEC announced settled charges against four companies for “making materially misleading disclosures regarding cybersecurity risks and intrusions. The charges against the companies,...
View ArticleAre ESG performance metrics in comp plans just a layup with little impact?
There’s been a lot of attention lately to the use of ESG metrics as incentives in executive compensation, perhaps because the concept of ESG has become something of a lightning rod in the political...
View ArticlePwC’s 2024 Corporate Directors’ Survey—how are boards addressing the current...
The title of PwC’s new 2024 Corporate Directors’ Survey, Uncertainty and transformation in the modern boardroom, might clue you in to one of its themes: uncertainty—anxiety?—arising out of the...
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