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McGuireWoods LLP

Act Quickly: EDGAR Next Enrollment Deadline Approaching

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Act Quickly: EDGAR Next Enrollment Deadline Approaching - For public companies, investors and other users of the SEC’s Electronic Data Gathering, Analysis, and Retrieval (EDGAR) system, the deadline is fast approaching to...more

Morrison & Foerster LLP

Top 5 SEC Enforcement Developments for June 2025

Each month, we publish a roundup of the most important SEC enforcement developments for busy in-house lawyers and compliance professionals. This month, we examine the following matters: • An SEC settlement with an ex-CEO...more

Cornerstone Research

Securities Class Action Filings Increase for Second Consecutive Year in 2024

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AI-related filings more than double and 1933 Act filings continue to decline. The number of securities class action filings increased for the second consecutive year in 2024, with artificial intelligence (AI)-related...more

Baker Donelson

AI Disclosures Under the Spotlight: SEC Expectations for Year-End Filings

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The Securities and Exchange Commission (SEC) is increasing its scrutiny on artificial intelligence (AI)-related disclosures; therefore, companies must tread carefully as year-end reporting season approaches. Specifically,...more

Mintz

Fifth Circuit Strikes Down Nasdaq “Show or Tell” Diversity Rules

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On December 11, 2024, the Fifth Circuit, in a divided opinion following an en banc hearing, struck down the Nasdaq “show or tell” diversity rules. The Court concluded that the rules, some of which the majority described as a...more

Morrison & Foerster LLP

Occasional Activists: Shaping Corporate Governance in 2024

In our previous client alert, The Rise of the “Occasional Activist,” we discussed the increase in shareholder activism through 2022 by “occasional activists” – investors who are not funds dedicated to activist strategies or...more

Foley & Lardner LLP

Don’t Buy The Buzzwords: “AI Washing” Gets Its Reckoning

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Since the release of ChatGPT 3.5 in November 2022, public interest in artificial intelligence (AI) has surged in a classic example of a hype cycle. As with past technological breakthroughs, companies may be tempted to...more

Mintz - Privacy & Cybersecurity Viewpoints

SEC Issues New Statement on Cybersecurity Incident Disclosure

Last week, Erik Gerding, Director of the SEC’s Division of Corporation Finance (the Division), issued a statement providing clarification regarding the disclosure of cybersecurity incidents by reporting companies. This...more

Mintz

Fifth Circuit Upholds (For Now) SEC Rules Concerning ESG Proxy Votes

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On May 10, 2024, the Fifth Circuit rejected an attempt by the States of Texas, Louisiana, West Virginia, and Utah to invalidate an SEC rule “requiring funds to disclose their votes on environmental, social, and governance...more

Herbert Smith Freehills Kramer

Second Circuit Narrows SEC Disgorgement Powers and Deepens Circuit Split

In a significant recent decision, Securities and Exchange Commission v. Govil, the Second Circuit substantially narrowed the scope of the Securities and Exchange Commission’s (SEC) disgorgement powers to cases in which the...more

White & Case LLP

SEC Lists Crypto and Information Security Among its 2024 Examination Priorities

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On October 16, 2023, the US Securities and Exchange Commission ("SEC") Division of Examinations ("Examination Division") announced its 2024 Examination Priorities. Registrants should ensure that policies, procedures, and...more

Sheppard Mullin Richter & Hampton LLP

Second Circuit Reins in SEC Disgorgement Powers

In Securities & Exchange Commission v. Govil, No. 22-1658, 2023 WL 7137291 (2d Cir. Oct. 31, 2023), the United States Court of Appeals for the Second Circuit dealt a setback to the enforcement agenda of the Securities and...more

Akin Gump Strauss Hauer & Feld LLP

The SEC’s First NFT Enforcement Action: SEC v. Impact Theory

Key Points - On August 28, 2023, the SEC charged Impact Theory, LLC, a media company with an unregistered securities offering through its sale of NFTs. This marks the first time that the SEC has brought an enforcement action...more

K2 Integrity

SEC Division of Examination Risk Alert Highlights Deficiencies in Broker-Dealers’ AML Compliance Programs

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The U.S. Securities and Exchange Commission (SEC) is responsible for protecting investors and ensuring the integrity of the securities markets. As part of this mission, the SEC requires broker-dealers to comply with...more

Morrison & Foerster LLP

Top 5 SEC Developments for July 2023

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. This...more

McCarter & English, LLP

SEC Issues New Rules for Public Company Stock Buybacks

On May 3, the Securities and Exchange Commission (SEC) approved new final rules after an extended period of public comments and review, requiring public companies to: •Disclose information regarding executed corporate share...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

Morrison & Foerster LLP

Top 5 SEC Enforcement Developments for January 2023

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. This...more

Morrison & Foerster LLP

Top 5 SEC Enforcement Developments for December 2022

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

Skadden, Arps, Slate, Meagher & Flom LLP

Capital Markets - 2022 Capital Markets and Corporate Governance Regulatory Review

To prepare for 2023, reporting companies should be aware of applicable SEC filing deadlines and financial statement “staleness” dates, as well as regulatory reforms that may affect the preparation and contents of disclosures...more

Skadden, Arps, Slate, Meagher & Flom LLP

Trends in Forum Selection Provisions, Merger Objection Class Actions and SPACs Continue To Shape Securities Litigation

In the first nine months of 2022, plaintiffs filed 157 securities class action lawsuits, according to Cornerstone Research — a figure only slightly lower than the 162 filings in the same period in 2021. Looking behind the...more

Troutman Pepper Locke

SEC's Enforcement Results for FY 2022 Reflect Robust Enforcement and Record-Breaking Penalties

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On November 15, the U.S. Securities and Exchange Commission (SEC) announced its enforcement results for fiscal year 2022, which featured the following key metrics...more

J.S. Held

Crosscurrents: J.S. Held’s Environmental, Social & Governance Observations (Fiduciary Duties Become Political)

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The Attorneys General for both Indiana and Louisiana have issued opinions that environmental, social, and governance (ESG) criteria violate the fiduciary duty owed to corporate investors absent full disclosure of the use of...more

Morrison & Foerster LLP

SEC Action Against Cheetah Mobile Execs Shows Rule 10b5-1 Plans Are Not a Get Out of Jail Free Card

On September 21, 2022, the Securities & Exchange Commission announced a settled enforcement action against two executives of China-based mobile internet company Cheetah Mobile, Inc. The SEC alleged that Sheng Fu, Cheetah...more

Morrison & Foerster LLP

Top 5 SEC Enforcement Developments for August 2022

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. This...more

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