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  • Article

    New NYSE Rule On Reporting Semi-Annual Financials For Foreign Private Issuers

    On 19 February 2016, the US Securities and Exchange Commission ("SEC") approved a New York Stock Exchange ("NYSE") rule change to require foreign private issuers to file semi-annual financial statements on Form 6-K.
    United StatesCorporate/Commercial Law
    A&O Shearman
    A&O Shearman
  • Article

    Ninth Circuit Addresses Consideration Of Evidence Outside The Complaint

    On 13 August 2018, the Ninth Circuit, in Khoja v. Orexigen Therapeutics, ruled on the kinds of evidence, outside the complaint ...
    United StatesCorporate/Commercial Law
    A&O Shearman
    A&O Shearman
Article

Preparing For IPO Success: The Transition In The Founder's Role And Corporate Culture

The decision to undertake an initial public offering (IPO) is an exciting milestone in a company's life cycle.
United StatesCorporate/Commercial Law
A&O Shearman
A&O Shearman
  • Article

    Preparing The Board For Human Capital Management Oversight And Disclosure

    Boards of directors have long focused on executive hiring, transition and compensation as key areas of corporate governance oversight, but largely have not been tasked with direct oversight of human
    United StatesCorporate/Commercial Law
    A&O Shearman
    A&O Shearman
  • Article

    Recent Shareholder Activism Trends

    Shareholder activism trends in 2019 remained largely consistent with prior years, perhaps underscoring the lasting role that shareholder activism will play in the foreseeable future.
    United StatesCorporate/Commercial Law
    A&O Shearman
    A&O Shearman
  • Article

    SEC's Division Of Corporation Finance Updates Its Financial Reporting Manual

    On 9 November 2016, the SEC revised its Financial Reporting Manual to add guidance with regard to the implementation of IFRS 15...
    United StatesCorporate/Commercial Law
    A&O Shearman
    A&O Shearman
  • Article

    SEC Announces 2015 Examination Priorities For Financial Institutions

    In January 2015, the SEC announced its Office of Compliance Inspections and Examinations’ priorities for 2015.
    United StatesCorporate/Commercial Law
    A&O Shearman
    A&O Shearman
  • Article

    SEC Announces Increase In Registration Fees

    The SEC announced that for the 2017 fiscal year the SEC filing fees that are paid to register securities will increase to $115.90 per million dollars of securities registered from $100.70 per million dollars...
    United StatesCorporate/Commercial Law
    A&O Shearman
    A&O Shearman
  • Article

    SEC Compliance Manuals For NYSE And NASDAQ Listed Non-US Companies

    Our two compliance manuals summarize the primary reporting obligations and other duties imposed by US securities laws.
    United StatesCorporate/Commercial Law
    A&O Shearman
    A&O Shearman
  • Article

    SEC Considering Allowing All Companies To Use 'Testing The Waters'

    The JumpStart Our Business Startups Act of 2012, commonly known as the JOBS Act, sought to make it easier for smaller companies to access the public capital markets by relaxing restrictions ...
    United StatesCorporate/Commercial Law
    A&O Shearman
    A&O Shearman
  • Article

    SEC Issues Statement On Maintaining Market Integrity During The COVID-19 Pandemic

    On March 23, 2020, two co-directors of the SEC's Division of Enforcement released a statement emphasizing the importance of maintaining market integrity and following corporate controls...
    United StatesCorporate/Commercial Law
    A&O Shearman
    A&O Shearman
  • Article

    SEC Names David Gottesman As Deputy Chief Litigation Counsel

    On 15 April 2014 the SEC announced the appointment of David J. Gottesman as deputy chief litigation counsel in the SEC Division of Enforcement.
    United StatesCorporate/Commercial Law
    A&O Shearman
    A&O Shearman
  • Article

    SEC Proposes Long-Awaited Pay For Performance Rules

    On April 29, 2015, in a 3-2 vote of commissioners cast along party lines, the Securities and Exchange Commission (the "SEC") proposed rules to implement Section 953(a) of the Dodd-Frank Wall Street Reform...
    United StatesCorporate/Commercial Law
    A&O Shearman
    A&O Shearman
  • Article

    SEC Proposes Revamp Of Its Mining Company Disclosure Requirements - July 2016

    On 16 June 2016, the SEC issued a proposed rule (available here), which, if adopted, would result in a revamp of its disclosure requirements for mining companies.
    United StatesCorporate/Commercial Law
    A&O Shearman
    A&O Shearman
  • Article

    SEC Proposes Updates To Auditor Independence Rules

    On 30 December 2019, the SEC issued a rulemaking proposal to codify positions taken by the SEC staff in consultations and modernise certain aspects of the SEC's auditor independence rules,...
    United StatesCorporate/Commercial Law
    A&O Shearman
    A&O Shearman
  • Article

    SEC Publishes Annual Report

    On 6 November 2019, the SEC announced the publication of its annual report for fiscal year 2019, which details the division's efforts and initiatives,...
    United StatesCorporate/Commercial Law
    A&O Shearman
    A&O Shearman
  • Article

    SEC Recognises TISE As A Designated Offshore Securities Market

    This means that issuers of securities listed on TISE can rely on the provisions of Regulation S to issue securities outside the United States without the need for them to register with the SEC
    United StatesCorporate/Commercial Law
    A&O Shearman
    A&O Shearman
  • Article

    SEC Urged To Adopt Rules Requiring Reporting Of Short-Sale Activities

    The petition advocates the SEC to "bring light to a less transparent and increasingly consequential corner of the securities market." It does not call on the SEC to impose additional restrictions on the practice of short selling.
    United StatesCorporate/Commercial Law
    A&O Shearman
    A&O Shearman
  • Article

    Shareholder Activism Trends In 2019

    Continuing a multi-year trend, ESG matters in 2019 have become a focal point for traditional and non-traditional activists alike.
    United StatesCorporate/Commercial Law
    A&O Shearman
    A&O Shearman
  • Article

    Strategic Leverage: Utilizing State Law In M&A Sandbagging Negotiations

    Currents, the newsletter of the Corporate Counsel Section of the State Bar of Texas, featured an article titled "Strategic Leverage: Utilizing State Law in M&A Sandbagging Negotiations,"
    United StatesCorporate/Commercial Law
    A&O Shearman
    A&O Shearman
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