Photo of Broc Romanek

As a strategist for the firm’s Corporate & Securities practice, Broc Romanek has a deep understanding of the regulatory and environmental, social, and governance (ESG) marketplace. Prior to joining Perkins Coie, Broc served as editor at,, and, where he oversaw and managed coverage on issues related to ESG, corporate governance, executive pay, deals, and market trends and analysis.

In addition to his nearly two decades of working as a journalist and publisher, Broc served as assistant general counsel at a Fortune 50 company, worked in the Office of Chief Counsel of the U.S. Securities and Exchange Commission’s (SEC) Division of Corporation Finance, was a counselor to former SEC Commissioner Laura Unger, and worked in private practice. He also is the author, or co-author, of four legal treatises, and has authored several books focused on the legal industry.

Here’s an excerpt from this Client Update penned by Michael Huston, Eric Wolff, and Stephanie Olson:

“The Supreme Court of the United States has agreed to review a case taking direct aim at “overregulation” by federal administrative agencies. Any client or business that routinely deals with federal administrative agencies, especially those that have experienced administrative

If you’re a lawyer working in the securities law world, you’re going to be working with some accountants. And those accountants will be working with you lawyers.

Given that my first job out of law school was working at the SEC, my first real exposure to accountants was there in the government. Each branch in

Nearly all companies conduct insider trading and Reg FD compliance training for those in the C-Suite as well as for those that regularly touch material nonpublic information. Trainees would include the staffers in the controller’s and CFO’s offices; the investor relations (IR), corporate communications teams, and anyone else who deals with analysts and investors; and

Another in the newbies series: In the old days, the corporate secretary was an administrative type of person. Back then, it was still a tough job, but it had nowhere near the level of responsibility or substance that corporate secretaries must shoulder today.

That’s way back when the board probably was little more than a

Another in the newbies series: In the United States, the general counsel—the top lawyer for a company—sometimes holds the title of corporate secretary, too. But in most cases, it’s in name only. In other words, the GC doesn’t really play that role within the company—it can be too demanding to be both the GC and

Here’s the takeaway from this Client Update penned by Emily Bushaw and Elizabeth Gardner:

“The bulk of anti-DEI efforts is focused on state agencies and higher education institutions. However, private employers should take note of these efforts as well as broader attacks on ESG initiatives. To the extent that these state laws affect contracting with

During the proxy season, if you solicit votes for your annual meeting — other than delivering your proxy — you must file that communication with the SEC as “additional soliciting material” no later than the date of first use.

“Additional soliciting material.” Definitely one of the strangest terms of art in our field. Today, they

Sometimes new information comes to light ahead of an annual shareholders meeting, some new disclosure that shareholders need an opportunity to digest before they cast their votes. Sometimes there could be a situation that is more drastic — think pandemic. In those cases, can a company – or should a company — postpone their annual