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Cooley LLP

The Life of Former SEC Chair (and Corp Fin Director) Manny Cohen

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Recently, I blogged about the 20 Corp Fin Directors we’ve had at the SEC (we haven’t heard yet who will be the new Corp Fin Director) – and it got me thinking about Manny Cohen, whom many of us don’t know much about since he...more

Paul Hastings LLP

Regulating Proxy Advisors: Court Rules Advice Is Not a ‘Solicitation’ and Texas Enacts Its Own Law

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On July 1, 2025, the U.S. Court of Appeals for the District of Columbia Circuit ended more than five years of uncertainty and confusion by ruling that proxy voting advice issued by proxy advisors is not a “solicitation” under...more

Davies Ward Phillips & Vineberg LLP

Concept Release: Foreign Private Issuers Under the SEC’s Microscope

Do the U.S. securities law accommodations through the “foreign private issuer” (FPI) construct benefit the intended entities? That’s the fundamental question that the U.S. Securities and Exchange Commission (SEC) is analyzing...more

Fenwick & West LLP

Securities Law Update - July 2025

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Welcome to the latest edition of Fenwick’s Securities Law Update. This issue contains updates and important reminders on...more

Carlton Fields

Five Tips for a New Public Company Director

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How should attorneys advise their clients who are new to a public company board? Where should a corporate secretary start if asked to provide an orientation for a public company board? Former SEC Special Counsel Brian Soares...more

White & Case LLP

FCA finds evidence of unusual trading ahead of 38% of takeover announcements

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In its latest annual Market Cleanliness report published yesterday, the Financial Conduct Authority (FCA) has found that 38% of UK takeover targets in 2024 experienced an abnormal increase in their share price in the two days...more

Winstead PC

SEC Adopts Amendments to Beneficial Ownership Reporting Rules for Schedules 13D and 13G

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In 2023, the Securities and Exchange Commission (the “SEC”) adopted amendments and issued guidance to modernize the rules governing beneficial ownership reporting under Sections 13(d) and 13(g) of the Securities Exchange Act...more

Herbert Smith Freehills Kramer

Takeovers Panel drops a suite of new considerations for voting intention statements

In the recent decision in Re Dropsuite Limited [2025] ATP 10, the Takeovers Panel concluded that a voting intention statement given by a substantial shareholder in the usual form was ‘ambiguous’ as to whether that shareholder...more

K&L Gates LLP

SEC Reassesses Foreign Private Issuer Eligibility

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Earlier this month, the US Securities and Exchange Commission (SEC) issued a concept release to solicit public comment on potential changes to the definition of a foreign private issuer (FPI), marking the SEC’s first review...more

Bennett Jones LLP

Requirements and Guidelines From Canadian Regulators, Public Bodies and Courts for the Use of Artificial Intelligence

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Organizations are increasingly embedding artificial intelligence (AI) in operations in order to drive efficiency; however, the risks of hallucinated output are being progressively considered by regulators, government bodies,...more

Orrick, Herrington & Sutcliffe LLP

SEC Considers Revising Foreign Private Issuer Definition

The Securities and Exchange Commission (SEC) issued a concept release seeking public comment by September 8, 2025, on its definition of “foreign private issuer” (FPI). The SEC indicated that a review is warranted due to...more

DLA Piper

Current State of Play for Foreign Private Issuers

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As discussed in our prior blog post, the US Securities and Exchange Commission (Commission) recently issued a concept release (Release) aiming to gather input on whether the criteria for designation as a foreign private...more

Jones Day

SEC Withdraws Proposed ESG Disclosure and Shareholder Submission Rules

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In a significant but not unsurprising policy shift, the U.S. Securities and Exchange Commission (SEC) has announced the withdrawal of proposed rules aimed at enhancing ESG disclosures and modifying shareholder proposal...more

Goodwin

SEC Issues Concept Release on the Definition of Foreign Private Issuer

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On June 4, 2025, the Securities and Exchange Commission (“SEC”) published a concept release (“Concept Release”) soliciting public comments on the definition of a foreign private issuer (“FPI”). FPIs are subject to disclosure...more

DLA Piper

The Future of the SEC’s Cybersecurity Disclosure Rules

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Adopted in July 2023, the US Securities and Exchange Commission (SEC)’s cybersecurity disclosure rules require public companies to report material cybersecurity incidents on Form 8-K and to annually report on their...more

Fenwick & West LLP

Securities Law Update - June 2025

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Welcome to the latest edition of Fenwick’s Securities Law Update. This issue contains updates and important reminders on...more

Jenner & Block

[Ongoing Program] CLE Relay - Session 5 - Navigating 2025 Public Company Legal and Regulatory Risks in a Shifting Economic...

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Jenner’s Public Company Advisory Group offers a multidisciplinary overview of the key legal, regulatory, and compliance issues public companies are facing in 2025, including the impact of economic uncertainty and an...more

Herbert Smith Freehills Kramer

US Securities and Exchange Commission “Concept Release” on the definition of “Foreign Private Issuer”: The revisions could have...

On June 4, 2025, the US Securities and Exchange Commission (SEC) issued a “Concept Release” that will be of significant interest to our “foreign private issuer” (“FPI”) clients, their shareholders, and our investment banking...more

Katten Muchin Rosenman LLP

SEC Seeks Feedback on "Foreign Private Issuer" Definition and Accommodations

On June 4, 2025, the Securities and Exchange Commission (SEC) issued a concept release, soliciting public comment on the definition of "foreign private issuer."...more

Wilson Sonsini Goodrich & Rosati

SEC Announces Agenda for Upcoming Executive Compensation Roundtable

On June 11, 2025, the U.S. Securities and Exchange Commission announced the agenda and panelists for its upcoming Roundtable on Executive Compensation Disclosure Requirements. The Roundtable will be held on June 26, 2025,...more

Jones Day

Could the SEC's Enforcement Spotlight Return to Executive Perks?

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The Securities and Exchange Commission ("SEC") is hosting a roundtable discussion on disclosures just weeks after reports of significant increases in executive perks....more

BCLP

SEC Considers Modification of Foreign Private Issuer Criteria: May Result in Fewer Foreign Companies Qualifying as FPIs

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On June 4, 2025, the SEC released a Concept Release seeking public comment on potential changes to the definition of foreign private issuer (“FPI”), which changes may have the effect of reducing the number of foreign...more

Latham & Watkins LLP

Recent Developments for UK PLCs June 2025

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On 3 June 2025, the Financial Reporting Council (FRC) published the UK Stewardship Code 2026. The new Code, effective from 1 January 2026, aims to foster long-term sustainable value creation and improve engagement quality...more

Paul Hastings LLP

UK Equity Capital Markets Insights — June 2025

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In this edition of UK Equity Capital Markets Insights, we report on the coming into force of regulations to create the PISCES secondary trading market and the launch of a commission to evaluate the ongoing role of the...more

Davies Ward Phillips & Vineberg LLP

A Strong Signal: AMF Adopts a Policy Supporting Self-Reporting and Cooperation

The Autorité des marchés financiers (AMF), the body responsible for enforcing Québec’s legislation concerning the financial sector, recently adopted a Self-Reporting and Cooperation Policy. The policy, adopted on May 20,...more

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