On October 7, 2024, the US Securities and Exchange Commission (SEC) approved a rule change proposed by The Nasdaq Stock Market LLC that affects companies utilizing reverse stock splits to regain compliance with Nasdaq’s minimum…
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/ Business Organizations, Finance & Banking, Securities Law
Starting today, Tuesday, May 28, 2024, the amendments to Securities Exchange Act Rule 15c6-1 take effect, shortening the settlement cycle for most broker-dealer securities transactions to the trade date plus one business day…
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/ Business Organizations, Finance & Banking, Securities Law
On April 12, 2024, the Treasury Department and Internal Revenue Service (IRS) issued proposed Treasury Regulations (REG-115710-22) providing comprehensive guidance for applying the one-percent excise tax owed on corporate stock…
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/ Business Organizations, Mergers & Acquisitions, Taxation
On January 24, 2024, the US Securities and Exchange Commission (SEC) adopted final rules relating to special purpose acquisition companies (SPACs) and other shell companies. The new rules are effective on July 1, 2024…
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/ Business Organizations, Mergers & Acquisitions, Securities Law
*This piece appears in PitchBook’s 2023 Annual US VC Valuations Report. We believe this is the wrong question—we view a reverse merger as "going public" during your cross-over round, rather than as an alternative to an IPO..…
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/ Finance & Banking, International Law & Trade, Mergers & Acquisitions, Securities Law
Reporting requirements under the Corporate Transparency Act (CTA) are in effect beginning January 1, 2024. Under the CTA, many US entities will be required to provide the personal information of their beneficial owners to the…
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/ Business Organizations, Finance & Banking, Securities Law
On December 19, 2023, the US Court of Appeals for the Fifth Circuit vacated the Securities and Exchange Commission’s (SEC) share repurchase disclosure rules, which were adopted in May 2023 and became effective on July 31, 2023…
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/ Civil Procedure, Finance & Banking, Securities Law
On October 10, 2023, as part of an effort to modernize beneficial ownership reporting requirements to align with today’s dynamic markets, the Securities and Exchange Commission (the “SEC”) announced the adoption of amendments to…
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/ Administrative Law, Finance & Banking, Securities Law
On December 14, 2022, the Securities and Exchange Commission adopted final rules amending Rule 10b5-1 under the Securities Exchange Act of 1934, as amended, to impose new conditions to the availability of the Rule 10b5-1…
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/ Business Organizations, Securities Law
Recent developments in the Court of Chancery concerning a corporate board’s duty to monitor and provide oversight over a corporation’s operations, so-called Caremark claims, are likely to intersect with the Securities and…
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/ Business Organizations, Environmental Law, Securities Law
On August 25, 2022, the Securities and Exchange Commission (“SEC”) adopted rules that amend Item 402 of Regulation S-K to require reporting companies to disclose information detailing the relationship between a company’s…
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/ Finance & Banking, Securities Law
For many U.S. public companies, June 30 is the end of their second fiscal quarter, which means it is time to prepare their Quarterly Reports on Form 10-Q. This also means it is time for these companies to evaluate their filer…
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/ Finance & Banking
On April 1, 2022, the Los Angeles County Superior Court granted summary judgment in favor of the plaintiff in Crest v. Padilla, a case challenging the constitutionality of Section 301.4 of the California Corporations Code, a…
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/ Constitutional Law
On March 21, 2022, the Securities and Exchange Commission (“SEC”) unveiled its long-anticipated proposed rules on climate disclosures, entitled “The Enhancement and Standardization of Climate-Related Disclosures for Investors.”…
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/ Environmental Law, Securities Law
The Corporation’s Role in Society -
Today During the past several years, public companies have come under increasing pressure from investors and society at large to use their resources and influence for broad and meaningful…
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/ Business Organizations, Environmental Law
