Searching Content indexed under Directors and Officers by Morrison & Foerster LLP ordered by Published Date Descending.
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English Court Provides Guidance On Director Liability For Dividends
A recent decision of the High Court of Justice in England & Wales in Re Burnden Holdings (UK) Limited (in liquidation) [2019] EWHC 1566 (Ch) ("Burnden Holdings") provides a thorough review.
United States
8 Aug 2019
Federal Reserve Proposes New Control Regulations
On April 23, 2019, the Board of Governors of the Federal Reserve System released a proposed rule to revise regulations related to the determination of "control" under the BHC Act and the Home Owners' Loan Act.
United States
14 May 2019
SEC Adopts Dodd-Frank Act Hedging Disclosure Rule
On December 18, 2018, the SEC adopted amendments to its rules to implement Section 955 of the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010 (the "Dodd-Frank Act"),
United States
12 Feb 2019
New Staff Guidance On Shareholder Proposals
On October 23, 2018, the Staff of the Division of Corporation Finance (the "Staff") of the Securities and Exchange Commission ("SEC") released Staff Legal Bulletin No. 14J.
United States
1 Nov 2018
SEC Staff Allows Fund Boards To Rely On CCO Reports
On October 12, 2018, the staff of the SEC's Division of Investment Management issued a no-action letter to the Independent Directors Council ("IDC") agreeing that the staff will not recommend...
United States
18 Oct 2018
New California Law Requires Female Representation On Boards Of Public Corporations With Principal Executive Offices In California
On September 30, 2018, California Governor Jerry Brown signed into law Senate Bill No. 826, which will require all publicly held corporations whose principal executive offices...
United States
8 Oct 2018
IRS Issues Initial Guidance On Covered Employees And Grandfather Rule Under Amended Section 162(m)
The Notice provides guidance relating to the Act's expansion of the definition of "covered employee" and the operation of the grandfather rule under the Act.
United States
10 Sep 2018
A Conversation With The Division Director
At today's meeting of the American Bar Association, the Director of the Division of the SEC's Corporation Finance provided some comments regarding the Division's work and priorities.
United States
22 Sep 2017
Revising The Guidelines On Corporate Governance Report On Disclosure Of Advisors
1 Sep 2017
IRRC Institute And ISS Issue Joint Study On Board Refreshment Trends
The Investor Responsibility Research Center (IRRC) Institute and Institutional Shareholders Services (ISS) recently issued a joint study titled "Board Refreshment Trends at S&P 1500 Firms,"
United States
3 Mar 2017
The Future Of Investment Management Regulation: What To Expect In 2017
In this fast-changing regulatory environment, the long-term consequences – both intended and unintended – of recent White House actions remain uncertain, but looking into our crystal ball...
United States
24 Feb 2017
SEC Chief Accountant's Remarks On High Quality Financial Reporting, Non-GAAP Financial Measures And The Role Of Audit Committees
SEC Chief Accountant Wesley R. Bricker, speaking at the American Institute of Certified Public Accountants Conference in Washington, D.C., emphasized the importance of high quality financial reporting...
United States
14 Dec 2016
ISS And Glass Lewis Update Their Proxy Voting Guidelines For 2017
Institutional Shareholder Services Inc. and Glass, Lewis & Co., LLC ("Glass Lewis") recently updated the guidelines they will use to inform their voting recommendations for the 2017 proxy season.
United States
5 Dec 2016
SEC Proposes Universal Proxy Cards For Contested Director Elections
On October 26, 2016, the Securities and Exchange Commission (the "Commission"), in 2-1 vote, proposed revisions to its proxy rules that would require registrants and dissident shareholders...
United States
21 Nov 2016
SEC Holds Public Meeting On Board Diversity
On October 5, 2016, the SEC Advisory Committee on Small and Emerging Companies held a public meeting to discuss, among other things, board diversity for public companies.
United States
21 Oct 2016
Updates From The Division Of Corporation Finance
During the ABA Business Law Section Annual Meeting, at the Dialogue with the Director of the Division of Corporation Finance, hosted by the Federal Regulation of Securities Committee...
United States
13 Sep 2016
SEC Approves Nasdaq Rule Requiring Public Disclosure Of Payments To Directors By Third Parties
In March 2016, the Nasdaq Stock Market LLC ("Nasdaq") proposed new rules regarding disclosure of third-party compensation of directors.
United States
29 Jul 2016
SEC To Address Board Diversity
In a recent speech, SEC Chair Mary Jo White addressed board diversity. Chair White cited some important statistics in her remarks.
United States
11 Jul 2016
IRRCi Publishes Follow-Up Study On Controlled Companies
Recently, the Investor Responsibility Research Center Institute (IRRCi) published a follow-up to its initial 2012 study on "controlled" companies, entitled "Controlled Companies in the Standard & Poor's 1500.
United States
15 Apr 2016
NASDAQ Resubmits Proposed Rule On Golden Leash Arrangements
On March 15, 2016, the NASDAQ Stock Market LLC resubmitted its proposed rule requiring NASDAQ-listed companies to publicly disclose third-party compensation arrangements for board members and board nominees, commonly referred to as "golden leash" arrangements.
United States
30 Mar 2016
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