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At an Investor Advisory Committee meeting, SEC Chair Jay Clayton and SEC Commissioner Hester M. Peirce raised issues.

The Holding Foreign Insiders Accountable Act (HFIAA) amended Exchange Act Section 16(a) to require directors and officers of foreign private issuers with a class of equity securities registered under Section 12 of the Exchange Act (FPIs) to file Section 16 reports.

The Securities and Exchange Commission has issued an order providing temporary exemptive relief to public companies that are unable to meet filing deadlines due to circumstances related to novel coronavirus.

Following a request from the Independent Directors Council, the SEC staff has provided relief from certain sections of the Investment Company Act of 1940.

On May 20, 2009, the Securities and Exchange Commission, in a 3–2 vote, approved a proposed rule that would allow public company and registered investment company shareholders to nominate directors for election using the company's proxy materials.

Section 2115 of the California Corporations Code famously purports to impose numerous provisions of the General Corporation Law on foreign corporations if two tests are met.

Institutional Shareholder Services ("ISS") recently released a report on engagement between investors and public corporations in the United States that included the finding that this "engagement is expanding beyond financial and strategic issues and ‘traditional’ governance topics to include more environmental and social issues."

I'm often asked by clients whether startups should have a separate stockholders' agreement among the founders.

Section 310 of the California Corporations Code concerns two different types of contracts or transactions.

The Holding Foreign Insiders Accountable Act (HFIAA) included in the U.S. annual defense spending bill was signed into law by President Trump on December 18, 2025.

These days, so much seems so long ago and far away. In February 2016, after researching the economic benefits of diverse boards of directors, I wrote an article, How The SEC Should Tackle Board Diversity.

In a previous alert, we covered the Delaware Chancery Court's decision in Stream TV Networks last year. After Stream TV's independent directors negotiated a consensual transfer...

All employers maintaining the Occupational Safety and Health Administration's 300 Logs for workplace injuries and illnesses pursuant to OSHA's recordkeeping standard must post their 2010 annual summary by February 1, 2011.

In this episode of the Bracewell Environmental Law Monitor, host Daniel Pope is joined by Shailesh Sahay and Stephen Wald to discuss how ESG compliance is evolving as California and international regulators...

In August, 2011, the U.S. 3d Circuit Court of Appeals held that the fact that the Pennsylvania Business Corporation Law (the PBCL) gives appraisal rights to minority shareholders "squeezed out" by a merger does not preclude other remedies, including a breach of fiduciary duty claim.

On August 14, 2012, the Commodity Futures Trading Commission (the "Commission" or "CFTC")’s Division of Swap Dealer and Intermediary Oversight ("DSIO") released a set of responses to frequently asked questions (FAQs) concerning compliance obligations for commodity pool operators (each, a "CPO") and commodity trading advisors (each, a "CTA") under the Commission’s Part 4 rules,1 which were significantly amended several months ago.

In a recent speech at the Large Bank Directors Conference in Chicago, Illinois, Board of Governors of the FRB Governor Jerome H. Powell detailed how supervisory expectations for boards of directors...

Two recent legal developments may make it easier for your bank to enter into strategic transactions, whether through a sale, merger or other change in control.