On August 6, 2021, the SEC approved Nasdaq’s new board diversity rules 5605(f) and 5606. Use this chart to compare proxy disclosure requirements for companies listed on the NYSE and the Nasdaq Stock Exchange. READ NOW » Related Content Corporate...
Registered offerings must be filed with FINRA as well as the SEC. Use this checklist to keep track of an issuer’s FINRA filing obligations under Rule 5110 for a registered offering of securities. READ NOW » Related Content FINRA Questionnaire...
By Scott M. Tayne In-house counsel at many U.S. companies are preparing for intensified federal regulatory activity under the Biden administration compared to their experience in recent years. One federal agency that has already signaled its intention to be more...
Securities offering opinions are complex, negotiated documents that reflect careful research and analysis. Use this checklist when preparing a legal opinion and supporting documents for an issuer, to be delivered at closing to the underwriters of a registered offering...
If a target company’s board turns out to be amenable, an unsolicited tender offer can become a friendly one. Use this checklist to track the sequence and steps of a two-step merger transaction in the context of a friendly, negotiated, all-cash acquisition...
In the wake of increased shareholder activism relating to environmental, social, and governance (ESG) issues, public companies are taking the time to review their board engagement policies and tune their strategies to address shareholder concerns. Use the guidelines...
When an entity is deemed to hold plan assets, persons who exercise control over the entity’s assets, or who receive compensation for providing investment advice with respect to those assets, become fiduciaries subject to ERISA fiduciary obligations and prohibited...
Public companies use Form 10-Q to provide investors with disclosures, such as updates to their financial condition. Use this checklist to comb through your clients’ upcoming quarterly reports and help ensure they meet the form’s many requirements, as...
The requirements of the securities laws apply to Foreign Private Issuers (FPIs) in different ways than they apply to domestic issuers. Use this guide for an overview of the market, securities laws and regulations, the securities offering process, disclosure and...
When a shareholder brings a shareholder derivative action against a company, the company’s board of directors must investigate the claims and determine whether the action is in the company’s best interests. It may delegate this task to a special litigation...
Block trades, or “bought deals,” are offerings of a “block” of securities in a transaction in which the underwriters purchase the securities without the marketing that would otherwise accompany the offering. Explore notable transactions...
The oil and gas industry experienced a turbulent 2020, but new activity and more stable prices are reasons for optimism. Explore notable transactions, deal trends with respect to capital markets, mergers and acquisitions (M&A), and master limited partnerships...
The largest economies in Latin America have experienced accelerated versions of both adverse and market-friendly trends that began before the COVID-19 pandemic. In this Market Trends 2020/21 report, explore notable transactions, trends in the legal and regulatory...
After a drop in the first part of 2020, the number of at-the-market (ATM) offerings significantly increased over the rest of the year. Explore notable events, trends in deal structure, disclosures, regulation, and more relating to these offerings. READ NOW »...
In 2020, private investment in public equity (PIPE) transactions experienced a 59% increase in the number of deals and a 110% increase in total dollar volume of deals compared to the previous year. Explore notable events, trends in deal structure and process, deal...