Searching Content indexed under Corporate and Company Law by BakerHostetler ordered by Published Date Descending.
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SEC Deliberates And Seeks Input To Ease Access To Unregistered Offerings
On June 18, 2019, the Securities and Exchange Commission (SEC) requested public comment on "Harmonization of Securities Offerings Exemptions"
United States
20 Aug 2019
SEC Proposes Changing Definitions Of Accelerated Filer And Large Accelerated Filer To Provide Relief To Smaller Reporting Companies
On May 9, 2019, the SEC proposed amendments to the accelerated filer and large accelerated filer definitions to "reduce costs for certain lower-revenue companies by more appropriately tailoring the types of companies ...
United States
6 Jun 2019
Show Me The Data: Investors Demand Better ESG Disclosures
Asset managers are always looking for a valuation edge. But even when key factors are identified, the data may not be available.
United States
4 Jun 2019
Clarity And Transparency: DOJ Issues Updated Corporate Compliance Guide
On April 30, 2019, the Criminal Division of the U.S. Department of Justice ("DOJ") released a new corporate compliance guidance document ...
United States
30 May 2019
SEC Proposes Simplified Financial Disclosures Relating To Acquisitions And Dispositions Of Businesses
On May 3, 2019, the U.S. Securities and Exchange Commission (SEC) proposed amendments, available here, to its rules and forms to simplify the disclosure requirements for financial statements relating to acquisitions and dispositions of businesses
United States
28 May 2019
Revised DOJ Corporate Cooperation Policy Paints A Target On Individuals
Last week, at the American Conference Institute's 35th International Conference on the Foreign Corrupt Practices Act ...
United States
12 Dec 2018
IRS Issues Regulations That May Affect Borrowing Costs And Financing Terms Of US Multinationals
Recently proposed IRS regulations materially change the way stock and assets of foreign corporations that are "controlled foreign corporations" (CFCs)
United States
30 Nov 2018
SEC And FINRA Issue First-Of-Their-Kind Enforcement Actions
This week, the U.S. Securities and Exchange Commission (SEC) issued two first-of-their-kind enforcement actions in the blockchain industry.
United States
18 Sep 2018
Structuring Clinical Practices To Prevent Pitfalls – Deeply Rooted Corporate Practice Doctrine Remains Strong
With growing patient demands, advanced technology and payer restraints, healthcare providers are increasingly exploring management agreements with experienced companies to handle...
United States
23 Oct 2017
NYSE Intends To Request Advance Notice Of All Dividend And Stock Distribution Announcements
The NYSE subsequently withdrew its proposal after the SEC rejected the proposal for technical reasons. We expect the NYSE to resubmit the proposal to the SEC within the next few months.
United States
11 Jul 2017
Reminder: Form 8-K Reporting On "Say-On-Pay Frequency"
Many public companies have held, or will hold, their second "say-on-pay frequency" vote at their 2017 annual shareholders' meeting.
United States
10 Jul 2017
A Former Shareholder Cannot Demand Books And Records Under DGCL§ 220
Can a former shareholder whose stock was cancelled in a merger bring suit for corporate books and records under Delaware law?
United States
16 Mar 2017
Second Circuit Holds That Minority Bondholders Cannot Avail Themselves Of The Trust Indenture Act
While out-of-court restructurings can help companies in need, they can negatively impact minority bondholders.
United States
3 Mar 2017
Foreign Corrupt Practices Act 2016 Year-End Update
2016 was a record-setting year for Foreign Corrupt Practices Act ("FCPA") enforcement, as both the U.S. Department of Justice ("DOJ")...
United States
6 Feb 2017
Revisit Privacy Notices In The New Year
Companies are required to accurately disclose their material consumer data practices in clear, conspicuous and understandable privacy notices.
United States
9 Jan 2017
Home Depot Evades Shareholder's Derivative Suit For 2014 Data Breach
Public companies that are proactively working to mitigate "cyber" risks and prepare to respond to potential incidents frequently ask whether a "breach" will lead to litigation, loss of customers...
United States
30 Dec 2016
Supreme Court Holds That A Gift Of Confidential Information Supports Insider Trading Conviction
In a highly anticipated decision, the Supreme Court yesterday upheld a man's conviction for insider trading based on a tip provided by his brother-in-law and rejected his contention that...
United States
13 Dec 2016
FCPA And Jail – Are Corporate Officers Really At Risk?
James McClung, a former Louis Berger International Inc. executive, self-surrendered to the Bureau of Prisons to begin his year-and-a-day sentence for violations of the Foreign Corrupt Practices Act.
United States
22 Nov 2016
SEC Proposes Requirement For Universal Proxies In Contested Director Elections
On October 26, 2016, the SEC proposed amendments to the proxy rules that would mandate the use of universal proxy cards in non-exempt proxy solicitations for contested director elections.
United States
17 Nov 2016
"Yes, I Agree": With A Click, Uber Drivers Can Waive Right To Bring Class Action Suits
Recently, in a major win for employers and companies that transact business on the internet, the Ninth Circuit upheld the use of arbitration class-action waivers in so-called clickwrap agreements.
United States
11 Nov 2016
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