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Reporting Requirements Corporate Officers

Jenner & Block

The Duty of Directors and Officers to Respond to Red Flags

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The duty of oversight requires directors to (1) make a good faith effort to ensure that their corporations have proper reporting systems in place, and (2) take action to address red flags that indicate potential corporate...more

Guidepost Solutions LLC

Will your Due Diligence Program Meet the New DFS Requirement?

The final guidance, issued by DFS on January 22, 2024, requires “regular and rigorous” vetting of key personnel at banking organizations and non-depository institutions. It is clear, that DFS is focused on enhanced scrutiny...more

Levenfeld Pearlstein, LLC

What Troubled Company Fiduciaries Need to Know About the Corporate Transparency Act – Sooner Rather Than Later

January 1, 2024, was a milestone for small businesses and their owners, as well as bankruptcy trustees, receivers, and chief restructuring officers (“CRO” and collectively, “Troubled Company Fiduciaries”) of small businesses...more

Seward & Kissel LLP

Annual Report and Shareholder Meeting Season

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This memorandum is for our Capital Markets clients in anticipation of the upcoming annual reporting and shareholder meeting season for 2024. Below you will find key filing deadlines, new disclosure requirements, and general...more

Hahn Loeser & Parks LLP

Existing Businesses Should Start Preparing for the CTA Now

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The Corporate Transparency Act (“CTA”) takes effect January 1, 2024, and brings with it significant new reporting requirements for most privately-owned businesses operating in the United States by requiring the disclosure of...more

Katten Muchin Rosenman LLP

Action Required: Corporate Transparency Act Reporting Is Here

This advisory provides a general summary of the Corporate Transparency Act and its requirements and is not intended to, and does not, provide legal, compliance or other advice to any individual or entity....more

Farella Braun + Martel LLP

Reporting Dispute Claims Within Closely Held Wineries

Many wineries operate as closely held companies, meaning they’re owned by an individual or small group of shareholders, who are often members of the same family. Disputes regarding ownership interests can arise, particularly...more

White & Case LLP

SEC Adopts Amendments to Rule 10b5-1

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On December 14, 2022, the Securities and Exchange Commission ("SEC") adopted amendments to Rule 10b5-1 under the Securities and Exchange Act of 1934, as amended (the "Exchange Act"). Plans adopted pursuant to Rule 10b5-1...more

Skadden, Arps, Slate, Meagher & Flom LLP

SEC Amends Rules for Rule 10b5-1 Trading Plans and Adds New Disclosure Requirements

On December 14, 2022, the U.S. Securities and Exchange Commission (SEC) adopted several amendments and new disclosure requirements intended to address what it perceives may be abusive practices relating to Rule 10b5-1 trading...more

Foley Hoag LLP - Public Companies & the Law

SEC Amends Rule 10b5-1

In August 2000, the Securities and Exchange Commission (“SEC”) adopted Rule 10b5-1 under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), which, among other things, established an affirmative defense to a...more

Sullivan & Worcester

SEC Adopts Amendments to Modernize Rule 10b5-1 Insider Trading Plans and Related Disclosures - Update

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On December 13, 2022, the Securities and Exchange Commission unanimously adopted amendments to Rule 10b5-1, imposing new limitations on the ability of insiders to utilize so-called “10b5-1 plans.” 10b5-1 plans are plans to...more

Fenwick & West LLP

SEC Adopts Rule Amendments to Provide Enhanced Disclosure of Rule 10b5-1 Plans and Insider Trading

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On December 14, 2022, the U.S. Securities and Exchange Commission adopted amendments to Rule 10b5-1 under the Securities Exchange Act of 1934 (Exchange Act) and new disclosure requirements designed to enhance investor...more

White & Case LLP

SEC (Finally) Adopts Clawback Rules

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On October 26, 2022, the Securities and Exchange Commission ("SEC") adopted its long-awaited final rules on clawbacks. Under these rules, companies listed on the NYSE and Nasdaq will be required to adopt "clawback" policies –...more

Holland & Knight LLP

FinCEN Issues Final Rule Implementing Corporate Transparency Act Requirement

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The U.S. Department of the Treasury's Financial Crimes Enforcement Network (FinCEN) issued a final rule on Sept. 29, 2022, implementing the beneficial ownership information (BOI) reporting requirement of the Corporate...more

BakerHostetler

FinCEN Requires Wide Array of Companies To Report Beneficial Ownership Information To Strengthen Transparency of US Financial...

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On September 29, 2022, FinCEN issued a final rule requiring most corporations, limited liability companies and other entities created in or registered to do business in the United States to report information regarding their...more

Dechert LLP

SEC Proposes Amendments to Beneficial-Ownership Reporting Requirements, Including Shortening 13D and 13G Filing Windows

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On February 10, 2020, the Securities and Exchange Commission (the “SEC”) proposed rule amendments (the “Proposed Amendments”) to accelerate the filing deadlines for Schedule 13D and 13G filings, expand the...more

International Lawyers Network

Establishing A Business Entity In England (Updated)

The attractiveness of the United Kingdom as a business location is unabated. There are many advantages to doing business in the UK. Investors can draw on a skilled workforce and access a large market; costs of labour and...more

International Lawyers Network

Establishing A Business Entity In England (Updated)

The attractiveness of the United Kingdom as a business location is unabated. There are many advantages to doing business in the UK. Investors can draw on a skilled workforce and access a large market; costs of labour and...more

Society of Corporate Compliance and Ethics...

Compliance Perspectives: Compliance Challenges in India

It’s a very busy time for compliance professionals overseeing businesses operating in India, reports Arpinder Singh, India & Emerging Markets Leader at EY Forensic & Integrity Services. There are a dizzying number of new...more

BCLP

Is succession planning on your board’s agenda?

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The UK Corporate Governance Code 2018 focusses on the importance of diversity and succession planning. In this article we look at the current requirements, compliance and examine some of the issues companies should consider...more

International Lawyers Network

Establishing A Business Entity In England (Updated)

The attractiveness of the United Kingdom as a business location is unabated. There are many advantages to doing business in the UK. Investors can draw on a skilled workforce and access a large market; costs of labour and...more

Pillsbury Winthrop Shaw Pittman LLP

Officers’ Duty to Obey Board of Directors’ Instructions Overrides Duty to Provide Information

Citing duty to obey the board’s lawful instructions, the Seventh Circuit rejects breach of fiduciary duty claims under Indiana law against bankrupt bank holding company’s former officers. Corporate officers of a distressed...more

Jones Day

Proposed UK Corporate Governance Reforms Target Executive Pay Justification, Employee Engagement

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The Situation: The UK government has proposed several corporate governance reforms in an effort to improve transparency and accountability in private and public employers....more

Sullivan & Worcester

What Are The Reporting Obligations Under Section 16?

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Most in-house counsel of public companies are very familiar with the reporting obligations required by the trifecta – Form 8-Ks, Form 10-Qs and Form 10-Ks – but they oftentimes rely on outside counsel to help determine...more

Morgan Lewis

FinCEN Extends Filing Deadline for Certain FBAR Filers

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Certain individuals who have only signature authority over foreign financial accounts now have until April 15, 2017 to file the Report of Foreign Bank and Financial Accounts....more

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