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Foreign Private Issuers: Have You Assessed Your Status Under US Securities Laws?

For foreign private issuers registered with the U.S. Securities and Exchange Commission (SEC), there are several filing statuses that affect the content of various public disclosures that must be made. Foreign private issuers...more

SEC Final Rule: The Enhancement and Standardization of Climate-Related Disclosures for Investors

On Wednesday, the SEC approved final rules for standardized climate-disclosure. A tabular summary of the final rules is available here. With two significant exceptions, the final rules are largely consistent with the proposed...more

Court Vacates SEC's Share Repurchase Rule

On December 19, the U.S. Court of Appeals for the Fifth Circuit filed an order vacating the Securities and Exchange Commission's (SEC) share repurchase rule. This action officially kills the share repurchase rule, at least...more

Foreign Private Issuers Escape Potential Section 16 Reporting Obligations … For Now

Foreign private issuers (FPIs) may have dodged a bullet on December 7 after Congress scrapped a proposal to impose the reporting obligations under Section 16 of the Exchange Act of 1934, as amended (Exchange Act), on FPIs...more

SEC Adopts Final Rules Amending and Modernizing Beneficial Ownership Reporting Requirements

On October 10, the Securities and Exchange Commission (SEC) adopted, by a bipartisan 4-1 margin, the final rules to amend and modernize the regulations governing beneficial ownership reporting under Sections 13D and 13G of...more

SEC Adopts Final Cybersecurity Rules — Requires Companies to Focus on their Security and Disclosure Plans

On July 26, the Securities and Exchange Commission (SEC) adopted, by a 3-2 margin, a final rule to require more immediate disclosure of material cybersecurity incidents by public companies. In addition, the final rule...more

SEC Levies $8M Fine for Misleading Non-GAAP Disclosures and Disclosure Control Failures

On March 14, DXC Technology Company (DXC) settled charges alleged by the Securities and Exchange Commission (SEC) for $8 million. The SEC claimed that DXC made misleading disclosures and lacked adequate disclosure controls...more

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