Since July 21, 2010, when President Obama signed into law the Dodd-Frank Wall Street Reform and Consumer Protection Act (the “Act”), U.S. regulatory agencies have been engaged in an i...
To be eligible to file short-form registration statements on Form S-3 or Form F-3, a company must meet (1) registrant requirements (for example, a company must have been a reporting compa...
The D.C. Circuit Court of Appeals today vacated Exchange Act Rule 14a-11, which would have required U.S. public companies to include shareholder nominees for election as directors in thei...
Earlier today, in a divided 3-2 vote, the SEC adopted final rules to implement the whistleblower provisions of the Dodd-Frank Act. Overall, the final rules appear more permissive and defe...
As part of its efforts to remove reliance on and references to credit ratings from its rules and forms as required by Section 939A of Dodd-Frank, the SEC has issued proposed rules that wo...
The Delaware Chancery Court, in an opinion written by Vice Chancellor J. Travis Laster, recently declined to find that a series of four spin-off and split-off transactions by Liberty Medi...
The U.S. SEC has issued a no-action letter confirming that non-U.S. issuers that file financial statements in IFRS as issued by the IASB will not be required to provide financial statemen...
In response to requirements in the Dodd-Frank Wall Street Reform and Consumer Protection Act, the SEC issued proposed rules today that would revise the Form S-3 and Form F-3 transaction e...
In a January 2010 memorandum titled “Acquisition Financing in 2010 - Trends from 2009”, we considered the state of acquisition finance in 2009 and drew some tentative conclusions abou...
Although the past year has not seen a wholesale revision in the rules applicable to Form 10-Ks and proxy statements, there have been a handful of rule changes and the SEC staff has issued...