In late October, the SEC announced settled enforcement actions against four public companies, all stemming from impacts from the compromise of SolarWinds’ Orion software. Each order included allegations that the applicable...more
Last week, the SEC announced settled charges against seven public companies for use of agreements that the SEC alleges have provisions that violate the whistleblower protection rule.
Coincidentally, I recently recorded a...more
9/17/2024
/ Confidentiality Agreements ,
Employment Contract ,
Enforcement Actions ,
Government Agencies ,
Securities and Exchange Commission (SEC) ,
Securities Exchange Act of 1934 ,
Securities Regulation ,
Securities Violations ,
Severance Agreements ,
Whistleblower Protection Policies ,
Whistleblowers
As Bloomberg Law recently reported, the SEC quietly disbanded its Climate and ESG Task Force, which had been active since March 2021 and played a key role in bringing enforcement actions against misleading environmental,...more
In anticipation of the upcoming reporting season, we highlight rule changes, guidance, and trends for public companies to consider in preparing annual report and proxy statement disclosures in 2021.
During 2020, the U.S....more
12/8/2020
/ Annual Meeting ,
Annual Reports ,
Board of Directors ,
CD&A ,
Coronavirus/COVID-19 ,
Disclosure Requirements ,
Diversity ,
E-Signatures ,
Enforcement Actions ,
Form 10-K ,
Glass Lewis ,
Institutional Shareholder Services (ISS) ,
Item 103 ,
Item 105 ,
Key Performance Indicators (KPIs) ,
Proxy Voting Guidelines ,
Publicly-Traded Companies ,
Questionnaires ,
Regulation S-K ,
Reporting Requirements ,
Securities and Exchange Commission (SEC)
The following update highlights recent corporate governance hot topics and trends for directors of public companies.
Board Oversight of Mission-Critical Risks -
In June 2019, the Delaware Supreme Court allowed a Caremark...more
8/25/2019
/ Board of Directors ,
Caremark claim ,
Corporate Governance ,
DE Supreme Court ,
Disclosure Requirements ,
Diversity ,
Dodd-Frank ,
Duty of Loyalty ,
Enforcement Actions ,
Environmental Social & Governance (ESG) ,
Financial Reporting ,
Internal Controls ,
Oversight Duties ,
Popular ,
Regulation S-K ,
Sarbanes-Oxley ,
Securities and Exchange Commission (SEC) ,
Shareholder Litigation
Known by many names, including business email compromise fraud, CEO or CFO fraud, impersonation attacks, or “Man-in-the-Email” scams, cyber-related frauds involving spoofed or otherwise compromised business electronic...more
10/26/2018
/ Business E-Mail Compromise (BEC) ,
Cyber Crimes ,
Cybersecurity ,
Data Breach ,
Enforcement Actions ,
Internal Controls ,
New Guidance ,
Policies and Procedures ,
Popular ,
Publicly-Traded Companies ,
Scams ,
Securities and Exchange Commission (SEC) ,
Securities Exchange Act ,
Spoofing