This is the first of a series of three blogs about board minutes. Keeping accurate, concise minutes of the meetings of your board and board committees is one of the more important responsibilities of a corporate secretary. Minutes have long been important to help protect a board from claims of fiduciary duty failures, and the…

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 considering the question of “what makes a good director?” Set expectations for your Board members from the…

In April, Assistant Attorney General Jonathan Kanter noted in a speech that the DOJ’s enforcement of Section 8 of the Clayton Act (which prohibits interlocking directorates) would not be limited to its merger review process and that the DOJ is “ramping up efforts to identify violations across the broader economy, and we will not hesitate…

I can still vividly remember attending my first “SEC Speaks” conference back in the late 1980s, when I worked in Corp Fin. It’s amazing that it’s still around and it’s useful to hear the latest from the current SEC Commissioners and Staff. Learn what transpired recently at the recent “SEC Speaks” event, courtesy of this …

Why focus on pay equity now?

Robust ESG compliance commitments and recent social movements have pushed pay equity to the top of many companies’ priorities. Other factors such as activist shareholder proposals, changes in state laws, Biden administration efforts, and calls from employees regarding greater transparency have spurred companies to find out where they stand. …

As noted in this Update penned by Jamie Schafer and Gina LaMonica, Deputy Attorney General Lisa Monaco announced several significant policy updates affecting the DOJ’s enforcement practices for both corporations and individuals in a speech last week. The DOJ simultaneously released a memorandum outlining the guidance announced by DAG Monaco. Read the Update for

Last week, the SEC announced that Corp Fin will increase the number of its industry offices to nine by adding two new offices later this year: the Office of Crypto Assets and the Office of Industrial Applications and Services. 

For the first half of my career, the number of offices reviewing disclosure documents remained fairly…