The SEC recently released an order approving new Nasdaq listing standard 5250(b)(3), which will require a public issuer to disclose cash and non-cash remuneration (e.g., health insurance, indemnification) that a third party...more
On December 4, 2015, President Obama signed into law the Fixing America's Surface Transportation Act, known as the FAST Act. The FAST Act made several important changes to the federal securities laws, including (i) extending...more
On July 6, 2015, the U.S. Court of Appeals for the Third Circuit issued its opinion in Trinity Wall Street v. Wal-Mart Stores, Inc. The holding permitted Wal-Mart Stores, Inc. ("Wal-Mart") to exclude a shareholder proposal...more
8/6/2015
/ Appeals ,
Corporate Governance ,
Declaratory Judgments ,
Injunctive Relief ,
Ordinary Business Exception ,
Proxy Season ,
Proxy Statements ,
Securities and Exchange Commission (SEC) ,
Securities Exchange Act ,
Shareholder Meetings ,
Shareholder Proposals ,
Sufficient Nexus ,
Summary Judgment ,
Wal-Mart
On March 25, 2015, pursuant to a JOBS Act mandate, the SEC adopted amendments to Regulation A, exempting offerings now of up to $50 million and eliminating some of the impediments to use of the exemption....more
On January 16, 2015, the SEC withdrew its December 1, 2014 no-action letter in which it concurred with the view of Whole Foods Market, Inc. that the company was entitled under SEC Rule 14a-8(i)(9) to exclude from its proxy...more
2/26/2015
/ Corporate Governance ,
Management Proposals ,
Mary Jo White ,
No-Action Letters ,
Proxy Access Rule ,
Rule ,
Rule 14a-8 ,
Securities and Exchange Commission (SEC) ,
Shareholder Proposals ,
Shareholders ,
Whole Foods
On April 2, 2013, the Securities and Exchange Commission issued a "report of investigation" that provides important guidance for companies that wish to use social media outlets, such as Facebook and Twitter, to publicly...more
On August 10, 2012, President Obama signed into law the Iran Threat Reduction and Syria Human Rights Act of 2012, or the TRA....more