What Does The SEC Approved NASDAQ Diversity Proposal Mean For Boards?
Financing Challenges for Small Cap Companies
On December 11, 2024, the US Court of Appeals for the Fifth Circuit vacated the US Securities and Exchange Commission’s (SEC) order approving The Nasdaq Stock Market LLC’s (Nasdaq) board diversity rules, holding that the...more
On December 11, 2024, the Fifth Circuit Court of Appeals held that the Securities and Exchange Commission (SEC) does not have the authority to approve Nasdaq’s board diversity disclosure rules. As a result, Nasdaq-listed...more
By a 9-8 majority, the Fifth Circuit Court of Appeals struck down the rule proposed by Nasdaq and approved by the SEC requiring most Nasdaq-listed companies to either maintain at least two diverse directors on the board or...more
On December 11, 2024, the United States Court of Appeals for the Fifth Circuit, in a 9-8 vote, struck down The Nasdaq Stock Market's ("Nasdaq") board diversity rules, holding that the Securities and Exchange Commission (the...more
On December 11, 2024, in a 9-8 decision, the United States Court of Appeals for the Fifth Circuit ruled that in approving the Nasdaq Stock Market’s (Nasdaq) board diversity rules (the Rules), the Securities and Exchange...more
In a 9-8 decision on December 10, 2024, the U.S. Court of Appeals for the Fifth Circuit struck down Nasdaq’s efforts to promote diversity on public company boards. The case, Alliance for Fair Board Recruitment v. SEC, vacated...more
On December 11, the Court of Appeals for the Fifth Circuit vacated Nasdaq Listing Rule 5605(f) and Nasdaq Listing Rule 5606(a) (together with Nasdaq Listing Rule IM-5900-9, the Board Diversity Rules) by a 9-8 vote. In...more
In August 2021, the SEC approved new board diversity rules requiring Nasdaq-listed companies (i) to include a board diversity matrix in their proxy statement or on their website and (ii) to disclose whether they have one...more
On December 11, 2024, the U.S. Court of Appeals for the Fifth Circuit struck down Nasdaq’s board diversity rules, which were designed to increase representation of women and minorities on corporate boards. Since 2023, the...more
The U.S. Court of Appeals for the Fifth Circuit agreed recently to revisit a challenge to Nasdaq's board diversity rule. As we previously reported, a three-judge panel of the Fifth Circuit upheld the rule in October 2023....more
In Alliance for Fair Board Recruitment v. SEC, a panel of three 5th U.S. Circuit Court of Appeals judges upheld Nasdaq’s rules on board diversity. The rules require each Nasdaq-listed company to disclose information on the...more
In August 2021, the U.S. Securities and Exchange Commission (SEC) approved new board diversity listing standards for companies listed on The Nasdaq Stock Market LLC (Nasdaq). As part of these new listing standards, Nasdaq...more
On December 14, 2022, the Securities and Exchange Commission (SEC) approved a proposed rule change with regard to upcoming disclosure deadlines in Nasdaq Listing Rules 5605 and 5606. The rule change aligns the disclosure...more
On Friday, August 6, 2021, the SEC approved a Nasdaq proposal for new listing rules regarding board diversity and disclosure, accompanied by a proposal to provide free access to a board recruiting service. The new listing...more
Introduction In April 2022, the UK Financial Conduct Authority ("FCA") finalized new rules to encourage the disclosure of diversity data by listed companies, whether based in the UK or abroad. Across the pond, the U.S....more
On August 6, 2021, the Securities and Exchange Commission (the “SEC”) approved the board diversity rule proposed by the Nasdaq Stock Market LLC (“Nasdaq”) mentioned in our previous article (the “Board Diversity Rule”). Nasdaq...more
On 6 August 2021, the U.S. Securities and Exchange Commission (the “SEC”) approved The Nasdaq Stock Market LLC’s (“Nasdaq”) proposal to adopt listing rules 5605(f) and 5606 related to enhancing board diversity (the “Board...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 (Nasdaq Board Diversity Rules)....more
On this episode of Kelley Drye’s Legal Download, Senior Associate Courtney Kleshinski and Special Counsel Shanin Farmer will discuss NASDAQ’s Diversity Proposal, approved by the SEC in August 2021, that would establish a...more
On Aug. 6, 2021, the U.S. Securities and Exchange Commission (SEC) approved Nasdaq’s new listing rules regarding board diversity and disclosure. The new rules will require most Nasdaq-listed companies to have, or explain why...more
On August 6, 2021, the Securities and Exchange Commission (“SEC”) adopted the Nasdaq Stock Market LLC’s (“Nasdaq”) proposed board diversity rule. The rule is intended to encourage greater board diversity by requiring board...more
As if issuers needed a reminder that it’s always the right time to be thinking about board composition, earlier this month, the SEC approved new Nasdaq rules that will require companies listed on that exchange to collect and...more
As you probably know, on August 6, the SEC approved Nasdaq’s proposal for a new listing rule regarding board diversity and disclosure, along with a proposal to provide free access to a board recruiting service. The new...more
On August 6, 2021, the U.S. Securities and Exchange Commission approved Nasdaq’s proposed rule regarding diversity of boards of directors. The approved rule requires that most companies listed on Nasdaq (i) “[p]ublicly...more
(updated on August 20, 2021) - On August 6, 2021, the U.S. Securities and Exchange Commission formally approved Nasdaq’s proposed listing rules regarding board diversity and diversity reporting. The rules, which were...more