Here’s a tip from the sixth edition of our popular publication The Public Company Handbook, which is an easy-to-read guide that provides practical insights regarding legal and other board management issues facing public—or soon-to-be-public—companies.
Evaluating the Board and its core committees (Audit, Compensation and Nominating & Governance) on an annual basis has rapidly become…
Here’s a tip from the sixth edition of our popular publication The Public Company Handbook, which is an easy-to-read guide that provides practical insights regarding legal and other board management issues facing public—or soon-to-be-public—companies.
This tip involves fairness opinions. Courts give special deference to Boards that seek truly independent third-party advice, such as that…
Recently, I was talking to Ben Dale about what constituted best practices as it pertained to a particularly tricky topic in the securities laws. It led me to pause and think, “What are best practices anyway?”
It’s a fair question—and from what I can tell from my 30+ years of experience, it is one with…
In this blog feature, our in-house readers share tips, anecdotes, and thoughts about topics that arise in their daily practice. This particular batch of thoughts is about disclosure controls, particularly in the context of the climate and cybersecurity disclosure rules that could be coming soon from the SEC (see Part 1 of this blog series…
When a new insider is required to make Section 16 filings, that insider will need to obtain Edgar codes to allow for electronic filing with the SEC. Typically, the corporate secretary (and/or paralegal if a company has one) will assist the insider with this process, which involves initially filing a Form ID application.
Effective January…
Following up on my long-running series of e-signature blogs, for some reason, this topic always fascinates me: “How do companies – in practice – retain all those signatures for SEC filings? For CEO/CFO certifications and any sub-certifications that back those up?”
In other words, how many binders are sitting behind the corporate secretary’s desk?…
In this blog feature, our in-house readers share tips, anecdotes, and thoughts about topics that arise in their daily practice. This particular batch of thoughts is about disclosure controls, particularly in the context of the climate and cybersecurity disclosure rules that could be coming soon from the SEC:
During our recent webcast – “Proxy Season Roundtable: What You Need to Know Now” – Proxy Analytics’ Steve Pantina talked about SEC’s updated rules regarding Form N-PX changes and some of the practical implications they may have (see our blog about these changes), at the 41:03 mark. Below is a summary of his…
With the SEC’s final cybersecurity and climate disclosure rules just around the bend, and with increased scrutiny of disclosure already required under current rules, it’s fair to ask yourself whether it’s time to reevaluate your disclosure controls and procedures (DCPs). While the exact requirements of the final rules remain unknown, the picture has been painted…
With the SEC’s final climate disclosure rules just around the bend, it’s fair to be asking yourself whether it’s perhaps time to reconsider the composition of your disclosure committee. Nearly all public committees have disclosure committees, even though the SEC doesn’t require one — the SEC just recommends that they do. Most companies have not…
