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Effective for all contested director elections after August 31, 2022, public companies and stockholder proponents must use universal proxy cards that include all director nominees.

On December 3, 2024, the United States District Court for the Eastern District of Texas issued a preliminary injunction temporarily halting enforcement of the Corporate Transparency Act (CTA)...

A wave of new legislation and regulation in the U.S. and Europe has the potential to significantly impact the non-financial reporting obligations of U.S. companies.

After historic, post-pandemic private equity activity from Q3 2020 through Q3 2022, the last two years have been marked by an extended slowdown. Valuation gaps between buyers and sellers driven...

David partners with clients who rely on his broad-based knowledge of transactional, securities, and general corporate operations.

Pryor Cashman is pleased to announce that Matthew Ogurick has joined the firm as a partner in the Corporate Group ...

On 11 February 2016, BIS published its final non-statutory guidance for companies, Societates Europaeae ("SEs") and LLPs on the register of people with significant control.

The United States District Court for the Eastern District of Texas, in Texas Top Cop Shop, Inc., et al. v. Garland, et al., issued an injunction temporarily stopping enforcement...

The Quoted Companies Alliance published its Audit Committee Guide for Small and Mid-Size Quoted Companies on 5 November 2014, replacing the 2009 edition.

As a reminder, public companies with fiscal years ended September 30, 2024 must now disclose whether the company has adopted insider trading policies and procedures that apply to transactions involving the company's securities by its directors, officers and employees or the company itself in their upcoming annual reports on Form 10-K.

The ninth episode in this series focuses on "Responsible Innovation: Ensuring Ethics in Emerging Technologies," with Aron Cramer, President and CEO at BSR, interviewing Paula Goldman...

Responsible investing (RI) has become a hot topic in private funds over the past few years.

To close out 2006 the SEC has issued a welcome amendment of its Executive Compensation Disclosure Rules (adopted in July 2006) so that the calculation and reporting of the compensation from equity awards will be easier to compare with the values reported in the company’s financial statements.

The SEC recently adopted a final rule requiring companies to disclose practices or policies related to the ability of employees and directors to engage in hedging transactions with respect to company equity securities...

On December 18, 2018, the SEC approved final rules requiring companies to disclose their practices or policies with respect to hedging transactions by officers and other employees as well as directors.

The SEC's Division of Corporation Finance has announced a significant policy shift regarding shareholder proposals under Exchange Act Rule 14a-8, ending its practice of responding to company requests to exclude proposals from proxy statements. This decision follows a trial period during the 2025-2026 proxy season and reflects Chairman Paul Atkins' view that staff intervention in these matters is unnecessary, allowing the Division to redirect resources toward other critical regulatory functions.

A summary of recent action taken by the Securities and Exchange Commission.