On May 3, 2023, by a 3-2 vote, the Securities and Exchange Commission (SEC) adopted amendments to disclosure rules (the “new buyback disclosure rules”) relating to repurchases of equity securities by issuers (or repurchases...more
On December 14, the Securities and Exchange Commission (SEC) unanimously adopted amendments to Rule 10b5-1 and related regulations governing "10b5-1 Plans." 10b5-1 Plans enable (1) public company insiders to sell their...more
12/28/2022
/ 10b5-1 Plans ,
Final Rules ,
Insider Trading ,
Proposed Amendments ,
Rule 10b-5 ,
Securities ,
Securities and Exchange Commission (SEC) ,
Securities Exchange Act ,
Securities Litigation ,
Securities Violations ,
Stock Repurchases
On December 2, Larry Levin and Alyse Sagalchik, partners in Katten's Capital Markets practice, along with Ernst & Young LLP and Meridian Compensation Partners (Meridian), shared updates for the 2022 proxy season as part of...more
12/28/2021
/ Board of Directors ,
Climate Change ,
Corporate Governance ,
Diversity ,
Proxy Season ,
Proxy Statements ,
Publicly-Traded Companies ,
Risk Factors ,
Securities and Exchange Commission (SEC) ,
Shareholder Proposals ,
Shareholders
Capital Markets Compass covers the latest developments in the capital markets, public company, and corporate governance worlds.
...more
On August 6, the Securities and Exchange Commission (SEC) approved Nasdaq listing rules implementing new board diversity disclosure requirements that will apply to most Nasdaq-listed companies (the Board Diversity Rules). The...more
8/16/2021
/ Board of Directors ,
Corporate Governance ,
Disclosure Requirements ,
Diversity and Inclusion Standards (D&I) ,
LGBTQ ,
Listing Standards ,
Minorities ,
Nasdaq ,
Proposed Rules ,
Publicly-Traded Companies ,
Securities and Exchange Commission (SEC) ,
Woman Board Members
SEC/CORPORATE -
SEC Adopts Amendments to MD&A and Other Financial Disclosures -
On November 19, the Securities and Exchange Commission announced that it adopted amendments (the Amendments) to certain financial...more
SEC/CORPORATE -
SEC Approves Amendments to Harmonize and Simplify Offering Exemptions -
On November 2, the Securities and Exchange Commission voted to adopt a set of amendments (the Amendments) to “harmonize, simplify...more
SEC/CORPORATE -
SEC Adopts Amendments to Modernize Auditor Independence Rules -
On October 16, the Securities and Exchange Commission adopted amendments (the Amendments) to its long-standing auditor independence rules....more
SEC/CORPORATE -
SEC Amends the Definitions of “Accredited Investor” and “Qualified Institutional Buyer” -
On August 26, the Securities and Exchange Commission adopted amendments to the definitions of “accredited...more
SEC/CORPORATE -
SEC Adopts Amendments and Issues Guidance Related to Proxy Voting Advice -
On July 22, the Securities and Exchange Commission announced the adoption of amendments (the Amendments) to the SEC’s rules...more
SEC/CORPORATE -
SEC Approves Extension of Temporary NYSE Waiver of Stockholder Approval Rules -
Recently, the Securities and Exchange Commission issued a release (the Release) approving, with immediate effectiveness,...more
SEC/CORPORATE -
SEC Division of Corporation Finance Issues Four FAQs Addressing the SEC’s Conditional Relief Order -
On May 4, the Securities and Exchange Commission’s Division of Corporation Finance (the Division)...more
Global equity markets have been severely impacted by the coronavirus (COVID-19) pandemic, which has resulted in a period of significant market volatility. In the current environment, public companies may find it more...more
SEC/CORPORATE -
SEC Approves Temporary NYSE Waiver of Stockholder Approval Rules to Facilitate Capital Raising in the Wake of COVID-19 -
On April 6, the Securities and Exchange Commission issued a release (the Release)...more
SEC Division of Corporation Finance Issues C&DI about Conditional Relief Order and Incorporation by Reference Into Form 10-K -
On April 6, the Securities and Exchange Commission’s (SEC) Division of Corporation Finance...more
SEC Division of Corporation Finance Issues New C&DIs about the SEC’s Conditional Relief Order and Compliance with Rule 12b-25 -
On March 31, the Securities and Exchange Commission’s (SEC) Division of Corporation Finance...more
SEC/CORPORATE -
SEC Further Extends Filing Deadlines for Companies Impacted by COVID-19 -
On March 25, the Securities and Exchange Commission issued an order extending conditional relief (the Modified Order) for...more
Key Points -
In wake of the Coronavirus Disease 2019 (COVID-19) and the public health concerns it raises, public companies should consider whether to hold virtual annual shareholder meetings. This advisory outlines some of...more
SEC/CORPORATE -
SEC Amends Disclosure Rules for Registered Debt Offerings -
On March 2, the Securities and Exchange Commission adopted amendments to the financial disclosure requirements for registered debt offerings...more
3/9/2020
/ CFTC ,
Coronavirus/COVID-19 ,
Corporate Governance ,
Derivatives ,
Disclosure Requirements ,
European Banking Authority (EBA) ,
European Securities and Markets Authority (ESMA) ,
Exemptive Relief ,
Financial Conduct Authority (FCA) ,
Infectious Diseases ,
National Futures Association ,
New Guidance ,
New Rules ,
Publicly-Traded Companies ,
Securities and Exchange Commission (SEC) ,
Swap Dealers
SEC/CORPORATE -
SEC Division of Corporation Finance Issues C&DIs on Omission of Third Year From MD&A -
As previously discussed in the April 12, 2019 edition of Corporate & Financial Weekly Digest, the Securities and...more
2/3/2020
/ Anti-Money Laundering ,
Bank Holding Company Act ,
C&DIs ,
CFTC ,
Final Rules ,
Financial Statements ,
Incorporation by Reference ,
MD&A Statements ,
NIST ,
OCIE ,
Registration Statement ,
Securities and Exchange Commission (SEC) ,
Transitional Arrangements ,
UK Brexit
SEC/CORPORATE -
SEC Approves Amended Rule Change to FINRA Rule 5110 -
On December 23, 2019, the Securities and Exchange Commission approved the Financial Industry Regulatory Authority’s (FINRA) proposed amendments to...more
1/20/2020
/ Amended Rules ,
Auditor Independence ,
Broker-Dealer ,
CFTC ,
Disclosure Requirements ,
EU ,
FDIC ,
Filing Requirements ,
Financial Conduct Authority (FCA) ,
Financial Industry Regulatory Authority (FINRA) ,
OCC ,
Securities and Exchange Commission (SEC)
SEC/CORPORATE -
SEC Announces Proposed Amendments to the Definitions of “Accredited Investor” and “Qualified Institutional Buyer” -
On December 18, the Securities and Exchange Commission voted to propose amendments...more
12/23/2019
/ Accredited Investors ,
Broker-Dealer ,
CFTC ,
Comment Period ,
European Securities and Markets Authority (ESMA) ,
Financial Conduct Authority (FCA) ,
Investment Advisers Act of 1940 ,
Investment Company Act of 1940 ,
Libor ,
New Rules ,
Private Placements ,
Proposed Amendments ,
Proposed Rules ,
Public Comment ,
Qualified Institutional Buyers ,
Resource Extraction ,
Rule 144A ,
Securities and Exchange Commission (SEC) ,
Securities Exchange Act ,
Security-Based Swaps
SEC/CORPORATE -
SEC Staff Announces Changes to Rule 14a-8 No-Action Request Process -
On September 6, the staff of the Division of Corporation Finance (the Staff) of the Securities and Exchange Commission announced...more
9/16/2019
/ Broker-Dealer ,
CFTC ,
Consolidated Audit Trail ,
Corporate Governance ,
EMIR ,
European Securities and Markets Authority (ESMA) ,
Financial Conduct Authority (FCA) ,
Financial Industry Regulatory Authority (FINRA) ,
Financial Markets ,
No-Action Letters ,
No-Action Requests ,
Proposed Amendments ,
Regulation Best Interest ,
Rule 14a-8 ,
Securities and Exchange Commission (SEC) ,
Securities Exchange Act
SEC/CORPORATE -
California Adopts Law Regarding Female Representation on Boards of Directors of Publicly Held Companies -
On September 30, California Governor Jerry Brown signed into law California Senate Bill 826 (SB...more
10/8/2018
/ Australia ,
Bank Secrecy Act ,
Benchmarks ,
Board of Directors ,
CFTC ,
Commodity Trading Advisors (CTAs) ,
Corporate Governance ,
CPOs ,
Cross-Border Transactions ,
Diversity ,
EU Market Abuse Regulation (EU MAR) ,
FinTech ,
Gender Equity ,
Libor ,
MiFID II ,
MiFIR ,
Swaps ,
UK Brexit ,
Woman Board Members
SEC/CORPORATE -
SEC Adopts Amendments To Simplify and Update Certain Disclosure Requirements -
On August 17, the Securities and Exchange Commission announced the adoption of proposed rule amendments (Amendments) to...more
8/27/2018
/ Amended Regulation ,
Bitcoin ,
Chief Compliance Officers ,
Compliance ,
Disclosure Requirements ,
Exchange-Traded Products ,
MLD4 ,
Municipal Securities Issuers ,
Publicly-Traded Companies ,
Reporting Requirements ,
Securities and Exchange Commission (SEC) ,
Third Country Entities (TCEs) ,
UK Brexit