Topic: Corporate Governance

“Keep an Open Mind” … and Other Ways to Get Your Deal Done in Russia [with Video]

[Link: Russian Mergers & Acquisitions Market – Challenges and Opportunities – White & Case LLP] From attorneys David Crook and Eric Michailov of White & Case, an insider’s perspective on the challenges and opportunities of investing in Russia, complete with tips on getting your deal done: Stay ahead of political and legislative changes Be attuned… Read more »

JD Supra Corporate Brief: Corporate Governance, Material Omissions, HSR Notification, Consumer Privacy

July 26, 1947: President Harry Truman signs the National Security Act of 1947, and in doing so creates the CIA, the US Department of Defense, the US Air Force, the Joint Chiefs of Staff, and the US National Security Council. Have proxy advisory firms become the gatekeepers of corporate governance? (Dechert) A federal court just… Read more »

JD Supra Corporate Brief: Protecting Whistleblowers, Advertising Offerings, Reviewing Mergers, Sharing Audits

The new math: (coffee + JD Supra Corporate Brief) / Monday = Ahhh. Enjoy: An appeals court just ruled that Sarbanes-Oxley whistleblower protections apply even when there are no shareholders to defraud… (Sherman & Howard) The SEC has revised its rules to allow entrepreneurs and startups to market stock offerings via advertisements and mass communications… Read more »

JD Supra Corporate Brief: EU Antitrust Fines, IRS Compliance Checks, NIST Security Guidelines, CFPB Rulemaking Agenda

Haven’t signed up for email delivery of the JD Supra Corporate Brief? Well, what are you waiting for? The EU’s first “pay-for-delay” fine is a hard pill to swallow for pharmaceutical manufacturers… (K&L Gates) The IRS has begun to conduct “compliance checks” of Section 457(b) plans… (McDermott Will & Emery) Is heightened scrutiny of the… Read more »

JD Supra Corporate Brief: Delaware Corporation Bylaws, Cram Down Plans, Paid Sick Leave, ACA Whistleblower Protections

Looking for law news? You’ve come to the right place… The Delaware Court of Chancery has held that boards of directors of Delaware corporations may adopt bylaws requiring lawsuits over the internal affairs of that corporation to be brought in Delaware… (DLA Piper) Two recent appeals court decisions separately address the rights of secured creditors,… Read more »

Preparing your 2012 Annual Report? Read This First…

From the attorneys at Skadden Arps, a comprehensive overview of corporate governance and disclosure matters that public companies should consider as they prepare their annual and other reports for this year’s proxy season. It’s our latest corporate law need-to-know. Here’s a preview: “Based on the insights gleaned from the 2012 proxy season, we have a… Read more »

[Video] Corporate Law Report: News to Use… Now

Welcome to our latest Corporate Law Report. You know what to do: Watch the video overview above and, for any topics that interest you, go deeper with the legal analysis and commentary below>> 1. Need-to-know – in the workplace: Employers Should Use Revised FCRA Disclosure for Employees and Job Applicants – Sutherland Asbill & Brennan… Read more »

2013 Proxy Season: You Should Know…

From attorneys at Skadden: an 18-page guide to key corporate governance and disclosure issues you should consider while preparing materials for the 2013 annual meeting and reporting season: “Some of these matters are requirements of new Dodd-Frank Act rules and others are based on lessons gleaned from the 2012 annual meeting and reporting season. The… Read more »

Proxy Voting: Institutional Shareholder Services 2012 Guidelines Released

“On November 17, Institutional Shareholder Services Inc. (ISS), a leading provider of corporate governance solutions to the global financial community, released its final 2012 updates to its proxy voting guidelines, which will be used by ISS in formulating its 2012 voting recommendations for publicly held companies with shareholder meetings on or after February 1, 2012.”… Read more »

Dodd Frank Act: Executive Compensation, Corporate Governance, Enforcement, and More…

For your reference, a roundup of recent Dodd-Frank Act-related updates from lawyers and firms on JD Supra: The Dodd Frank Act: A Guide to the Corporate Governance, Executive Compensation, and Disclosure Provisions (Sheppard Mullin Richter & Hampton LLP): “The primary purpose of the [Dodd-Frank] Act is to identify and manage threats to the stability of… Read more »