On June 4, 2025, the US Securities and Exchange Commission (the “SEC”) published a Concept Release on Foreign Private Issuer Eligibility (the “Release”) seeking comment on the eligibility criteria for companies to qualify as...more
Delaware has recently enacted two sets of amendments to the Delaware General Corporation Law (“DGCL”). One from 2024 is Senate Bill 313, which made explicit the right of a corporation to grant governance rights to a...more
On March 3, 2025, the Securities and Exchange Commission (the “SEC”) expanded the accommodations for the confidential submission and review of registration statements under the Securities Act of 1933 (the “Securities Act”) or...more
2025 desk top reference for public companies: the attached document includes a 2025 calendar and other resources to help alert public companies to key SEC filing dates and financial statement staleness deadlines....more
On December 11, 2024, the U.S. Court of Appeals for the Fifth Circuit (“Fifth Circuit”) vacated the U.S. Securities and Exchange Commission’s (“SEC”) approval of The Nasdaq Stock Market LLC’s (“Nasdaq”) Board Diversity Rules....more
1/20/2025
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Board of Directors ,
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Securities Exchange Act of 1934 ,
Securities Regulation
On December 20, 2024, the Securities and Exchange Commission (“SEC”) announced charges against two private companies and a registered investment advisor for failure to file a Form D in connection with exempt offerings under...more
1/7/2025
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Civil Monetary Penalty ,
Disclosure Requirements ,
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Failure-to-File ,
Form D Filing ,
Investment Adviser ,
Regulation D ,
Securities ,
Securities Act of 1933 ,
Securities and Exchange Commission (SEC) ,
Unregistered Securities
This memorandum summarizes key U.S. Securities and Exchange Commission (“SEC”) and stock exchange regulatory filing deadlines, new disclosure requirements and general tips and guidance for both U.S. domestic issuers and for...more
12/24/2024
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Artificial Intelligence ,
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Board of Directors ,
China ,
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Diversity ,
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EDGAR ,
Enrollment ,
Equity Securities ,
Executive Compensation ,
Filing Deadlines ,
Final Rules ,
Foreign Private Issuers ,
GAAP ,
Insider Trading ,
Interest Rates ,
Middle East ,
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Non-GAAP Financial Measures ,
Policies and Procedures ,
Price Inflation ,
Reporting Requirements ,
Russia ,
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Shareholder Meetings ,
Stock Exchange ,
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Ukraine ,
XBRL Filing Requirements
Nasdaq Adopts Rules Modifying Delisting Process for Securities Failing to Maintain Compliance with Minimum Bid Price Requirement -
As we previously reported, in August of 2024 the Nasdaq Stock Market LLC (“Nasdaq”)...more
On August 6, 2024, the Nasdaq Stock Market LLC (“Nasdaq”) submitted proposed rule changes to the U.S. Securities and Exchange Commission (“SEC”). If adopted, the revised rules would modify the Nasdaq delisting process in...more