News & Analysis as of

Environmental Social & Governance (ESG) Securities Exchange Act of 1934 Securities and Exchange Commission (SEC)

DLA Piper

Reminders and New Disclosure Requirements for the 2025 Proxy Season

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The proxy statement has become an integral component of a public company’s preparation for its annual meeting of shareholders. The rules and regulations under the Securities and Exchange Act of 1934 (the Exchange Act),...more

Buchalter

The SEC Under the Second Trump Administration

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On January 20, 2025, President Trump began his second Administration with an unprecedented wave of twenty-six (26) Executive Orders, including several that directly affect the U.S. Securities and Exchange Commission (“SEC”)....more

Snell & Wilmer

SEC Reporting Update - December 2024

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Insider Trading Policies. As previously discussed in our Winter 2022-2023 Corporate Communicator, the Securities and Exchange Commission (“SEC”) adopted final rules in December 2022 relating to insider trading policy...more

Kohrman Jackson & Krantz LLP

The SEC Cracks Down on “AI Washing”

The Securities and Exchange Commission (SEC) has sent clear signals that it will pursue companies for “AI washing” — touting the use of artificial intelligence in ways that are false or misleading. The SEC has imposed fines...more

DarrowEverett LLP

The Heat Is On SEC’s Climate-Related Disclosure Rules

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On March 6, 2024, the U.S. Securities and Exchange Commission (the “SEC”) adopted new final rules requiring issuers to include extensive disclosure in registration statements and periodic reports regarding material...more

K&L Gates LLP

Supreme Court Limits Shareholder Suits based on "Pure Omissions" in Corporate Disclosures

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On Friday, 12 April 2024, the United States Supreme Court unanimously ruled that a corporation’s failure to disclose certain information about its future business risks, without more, cannot form the basis of a private...more

K&L Gates LLP

US Asset Management Regulatory Year in Review 2023

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It is a dramatic understatement to describe 2023 as a busy year in the United States for asset management regulation. With 24 rules adopted and 18 new rules or rule amendments proposed, the US Securities and Exchange...more

Snell & Wilmer

Corporate Communicator - 2024 Annual Meeting Season

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Clawback Rules. As previously discussed in last Winter’s Corporate Communicator, the Securities and Exchange Commission (“SEC") adopted final rules in October 2022 directing the NYSE and Nasdaq to adopt listing standards that...more

Jones Day

SEC Chair Warns Against "AI Washing"

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As public companies increasingly discuss their artificial intelligence ("AI") capabilities, the U.S. Securities and Exchange Commission ("SEC") reminds us that it is closely watching these claims....more

Skadden, Arps, Slate, Meagher & Flom LLP

Investment Management Update - November 2023

...SEC Adopts Amendments to Fund Names Rule - On September 20, 2023, the U.S. Securities and Exchange Commission (SEC) adopted amendments to Rule 35d-1 under the Investment Company Act of 1940 (the Fund Names Rule) as well...more

Morrison & Foerster LLP

Top 5 SEC Developments (September 2023)

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In order to provide an overview for busy in-house counsel and compliance professionals, we summarize below some of the most important SEC enforcement developments from the past month, with links to primary resources....more

A&O Shearman

Brazilian Mining Company To Pay $55.9 Million To Settle SEC Charges Of Misleading ESG Disclosures

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On March 28, 2023, the Securities and Exchange Commission (“SEC”) submitted a settlement agreement (“settlement”) to the United States District Court of the Eastern District of New York with Brazilian mining company Vale S.A....more

Seward & Kissel LLP

Memo to Clients 2023 - Annual Reminders

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This Memorandum is intended to remind you of certain U.S. annual requirements that may be applicable to your business and is divided into five sections. All investment advisers (whether or not registered with the Securities...more

White & Case LLP

Updating Annual Report Risk Factors: Key Developments and Drafting Considerations for Public Companies

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The Annual Report season will soon be upon us, and it is important to assess a company's risk factors at the outset and whether recent developments, including those relating to macroeconomic, geopolitical, and public health...more

Foley & Lardner LLP

SEC Adopts Final Pay Versus Performance Disclosure Rules

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On August 25, 2022, the SEC adopted final pay versus performance disclosure rules. The breadth and complexity of the new rules require that companies begin to prepare the new disclosures now to provide enough time for data...more

Goodwin

SEC Proposes Rule Amendments Requiring Climate — Related Disclosures

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SEC Proposes Rule Amendments Requiring Climate-Related Disclosures; Southern District of New York Dismisses Securities Fraud Claims Against U.S. Stock Exchanges for Lack of Standing; Southern District of New York Dismisses...more

Butler Snow LLP

The SEC – It Just Means More

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The Securities and Exchange Commission (“SEC”) was established by the passage of the Securities and Exchange Act of 1934 following the stock market crash of 1929.sec The Act gave the newly formed SEC power to regulate the...more

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