On January 4, the Delaware Chancery Court issued a second decision suggesting that SPAC sponsors and directors proceed with care in connection with de-SPAC transactions (and potentially future SPAC formation). As a result of...more
On October 26, the Securities and Exchange Commission (SEC) adopted long-delayed rules which will require companies to implement mandatory "clawback" policies with respect to incentive-based compensation if the company's...more
11/18/2022
/ Board of Directors ,
Clawbacks ,
Corporate Officers ,
Directors ,
Dodd-Frank ,
Executive Compensation ,
Former Directors ,
Incentive Compensation ,
Proposed Regulation ,
Publicly-Traded Companies ,
Securities and Exchange Commission (SEC) ,
Shareholders
Recent SEC Comment Letters Recent Securities and Exchange Commission (SEC) comment letters reveal the SEC's close examination of special purpose acquisition companies (SPACs) and their proposed business combinations show no...more
Capital Markets Compass covers the latest developments in the capital markets, public company, and corporate governance worlds.
...more
On August 6, the Securities and Exchange Commission (SEC) approved Nasdaq listing rules implementing new board diversity disclosure requirements that will apply to most Nasdaq-listed companies (the Board Diversity Rules). The...more
8/16/2021
/ Board of Directors ,
Corporate Governance ,
Disclosure Requirements ,
Diversity and Inclusion Standards (D&I) ,
LGBTQ ,
Listing Standards ,
Minorities ,
Nasdaq ,
Proposed Rules ,
Publicly-Traded Companies ,
Securities and Exchange Commission (SEC) ,
Woman Board Members
Katten conducted a survey of 80 investment professionals in March and a follow-up survey of another 100 investment professionals in May that showed 72 percent of investors working in private equity, venture capital, hedge...more
Key Points -
- In May, the Securities and Exchange Commission (SEC) adopted amended rules relating to acquired company financial statements. This advisory discusses the amended requirements and updated tests for...more
The 2019 novel coronavirus (COVID-19) pandemic and responses to this crisis, including actions taken by federal, state and local governments, have had an impact on the operations of virtually every business and business...more
4/2/2020
/ Coronavirus/COVID-19 ,
Corporate Governance ,
Disclosure Requirements ,
Filing Deadlines ,
Filing Requirements ,
Form 10-K ,
Form 10-Q ,
Form 8-K ,
Proxy Statements ,
Publicly-Traded Companies ,
Relief Measures ,
Required Forms ,
Securities and Exchange Commission (SEC) ,
Securities Regulation
Key Points -
In wake of the Coronavirus Disease 2019 (COVID-19) and the public health concerns it raises, public companies should consider whether to hold virtual annual shareholder meetings. This advisory outlines some of...more
SEC/CORPORATE -
SEC Amends the Definitions of “Accelerated Filer” and “Large Accelerated Filer” -
The Securities and Exchange Commission recently adopted amendments to the definitions of “Accelerated Filer” and...more
In the wake of the Coronavirus Disease 2019 (COVID-19) and its impact on conducting in-person meetings, the Securities and Exchange Commission (SEC) has issued guidance for issuers on how to conduct annual meetings. The SEC...more
SEC/CORPORATE -
SEC Proposes Amendments to Financial Disclosure in Regulation S-K and Issues New Guidance -
On January 30, the Securities and Exchange Commission voted to propose amendments to certain financial...more
2/11/2020
/ AML/CFT ,
Antitrust Provisions ,
Broker-Dealer ,
CFTC ,
Corporate Governance ,
Disclosure Requirements ,
Environmental Social & Governance (ESG) ,
European Securities and Markets Authority (ESMA) ,
Federal Trade Commission (FTC) ,
Financial Industry Regulatory Authority (FINRA) ,
Hart-Scott-Rodino Act ,
MD&A Statements ,
New Guidance ,
Performance Standards ,
Publicly-Traded Companies ,
Regulation S-K ,
Securities and Exchange Commission (SEC) ,
Securities Exchange Act ,
Threshold Requirements
SEC/CORPORATE -
SEC Proposes New Amendments to Modernize Shareholder Proposal Rules -
On November 5, the Securities and Exchange Commission voted to propose amendments to Rule 14a-8 of the Securities Exchange of 1934...more
11/11/2019
/ Broker-Dealer ,
CFTC ,
Corporate Governance ,
Derivatives ,
Financial Conduct Authority (FCA) ,
Investment Adviser ,
No-Action Letters ,
Proxy Season ,
Proxy Voting Guidelines ,
Publicly-Traded Companies ,
Rule 14a-8 ,
Securities and Exchange Commission (SEC) ,
Shareholder Proposals ,
UK Brexit
SEC/CORPORATE -
SEC Adopts Amendments To Simplify and Update Certain Disclosure Requirements -
On August 17, the Securities and Exchange Commission announced the adoption of proposed rule amendments (Amendments) to...more
8/27/2018
/ Amended Regulation ,
Bitcoin ,
Chief Compliance Officers ,
Compliance ,
Disclosure Requirements ,
Exchange-Traded Products ,
MLD4 ,
Municipal Securities Issuers ,
Publicly-Traded Companies ,
Reporting Requirements ,
Securities and Exchange Commission (SEC) ,
Third Country Entities (TCEs) ,
UK Brexit
On December 15, 2015, the Public Company Accounting Oversight Board (PCAOB) adopted new rules and related amendments to auditing standards (Rules) to provide investors with more information about who participates in public...more
SEC/CORPORATE -
ISS Releases 2016 Draft Voting Policy Changes for Comment -
On October 26, Institutional Shareholder Services (ISS), a leading proxy advisory firm, released for comment draft voting policy changes...more
11/2/2015
/ Banking Examinations ,
Board of Directors ,
CFTC ,
Clearing Agencies ,
Derivatives Clearing Organizations ,
Directors ,
Federal Reserve ,
Financial Conduct Authority (FCA) ,
HMRC ,
Institutional Shareholder Services (ISS) ,
Publicly-Traded Companies ,
Registration Requirement ,
Rule 14a-8 ,
Securities and Exchange Commission (SEC) ,
Senior Managers Insurers Regime (SMIR) ,
Shareholder Proposals ,
Shareholders
On August 5, the Securities and Exchange Commission adopted the final rule regarding pay ratio disclosure that amends Item 402 of Regulation S-K to implement Section 953(b) of the Dodd-Frank Wall Street Reform and Consumer...more
On July 1, the Securities and Exchange Commission published a concept release to seek public comment regarding the potential enhancement of audit committee disclosure requirements, particularly as such disclosure relates to...more
On February 9, as mandated by Section 955 of the Dodd-Frank Wall Street Reform and Consumer Protection Act (Dodd-Frank Act), the Securities and Exchange Commission proposed new rules requiring disclosure by US public...more