2017 Proposed Amendments to DGCL Released, SEC Sanctions Morgan Stanley for Failure to Implement Compliance Policies for Non-Traditional ETFs, and SEC Issues Reduced Whistleblower Award because of Culpability and Delay in Reporting

Coropate tunnel

by Nathan Jew and Jeanne Solomon

This week’s corporate law news roundup includes discussions of the 2017 proposed amendments to the Delaware General Corporation Law recently released by the Council of the Corporation Law Section of the Delaware State Bar Association, the SEC’s sanctioning of Morgan Stanley for failing to implement compliance policies and procedures for recommending single-inverse ETFs, and the SEC’s reduction of a whistleblower award due to the whistleblower’s culpability and delay in reporting

Continue reading

Corporate Law Developments (February 28, 2017) UK Health and Safety Compliance Programs Favor Having at Least One UK Board Director; SASB Releases Rules of Procedure and Conceptual Framework; and Delaware Confirms BJR Can Apply to Tender-Offer Mergers

by Sheri Yano

Puzzle piecesThis week’s corporate law news roundup includes discussions of Why UK Health and Safety Laws Favor Having at Least One UK Board Director; The SASB’s Recent Release of Rules of Procedure and Conceptual Framework; and The Delaware Supreme Court’s confirmation that the business judgment rule applies to tender-offer mergers approved by a fully informed, uncoerced vote of disinterested stockholders Continue reading

Corporate News Weekly Round-Up 5/15/16: Obama Signs Defend Trade Secrets Act Into Law, Defendant-Friendly Changes New York Shareholder Suits in Going Private Transactions and Supreme Court Asked to Rule of Constitutionality of America Invents Act

skylineThis week’s Corporate news includes a new federal law governing trade secrets, new changes favoring defendant in New York Shareholder Suits involving going private transactions by controlling shareholders, and a case that may be reviewed by the Supreme Court that challenges the constitutionality of the American Invents Act.  

Continue reading

Corporate News Roundup 4/25/16: Modernizing Regulation S-K; DOJ Sues ValueAct; PE Funds Found Liable for ERISA Withdrawal Liability; Proposed Amendments to DGCL

This edition of the Corporate News Roundup includes an SEC concept release aimed at modernizing Regulation S-K, DOJ’s antitrust lawsuit against ValueAct for failing to comply with the HSR Act, a federal court decision holding private equity funds liable for their portfolio company’s ERISA withdrawal liability and the Delaware Bar Association’s latest proposed amendments to the DGCL.

Continue reading

Corporate News Weekly Round-Up 3/7/16: New FASB Rules, Changes In SEC’s Annual Meeting Requirements For NASDAQ-Listed Companies and SEC Slams Investment Adviser For A Second Time With Fines For False Advertisement

US MoneyThis week’s Corporate news includes new FASB rules mandating greater management role in going concern evaluation and disclosure, new NASDAQ rules allowing discretion as to delisting listed companies that fail to hold an annual meeting; and the SEC’s recent suit against an investment advisor for material misstatements to advisory clients Continue reading

Corporate News Weekly Round-Up 3/1/16: NASDAQ Proposes To Require Disclosure Of Third Party Payments To Directors; Delaware Holding On For-Cause Requirement To Remove Non-classified Board Directors; CFTC Relief For Foreign Intermediaries In Commodity Interest Transactions

New York Aerial View

This week’s Corporate news features stories regarding NASDAQ proposed new disclosure requirements as to third party (including shareholder) payments to directors; a recent Delaware court ruling invalidating a for-cause requirement to remove directors from non-classified boards; and recent CFTC no-action relief for foreign intermediaries engaged in commodity interest transactions.

Continue reading

Corporate News Weekly Round-Up 2/22/16: Changes in OTCQX and Government Standards, SEC Approves FINRA Crowdfunding Portal Rules and London Stock Exchange Updates

abstract skylineThis week’s Corporate news includes predictions of potential hurdles for the OTCQX, the SEC approves FINRA crowdfunding portal rules, and  new updates on London’s Stock Exchange AIM market. Continue reading

Corporate News Weekly Round-Up 2/8/16: US Supreme Court Revisits Remote Tippee Liability, SEC Releases 2016 Examination Priorities and Public Benefit Corporations Updates

Abstract View of Urban Scene and Skyscrapers

This week’s Corporate news includes information on the SECs 2016 examination priorities, the US Supreme Court’s new decision on remote tippee liability, and information on what has caused the number of public benefit corporations to grow. Continue reading

Corporate News Items—December 2015

In our global, interconnected, rapidly changing business environment, GCs, CFOs, CEOs, entrepreneurs and other business leaders need to be familiar with both their own areas of expertise and the broader legal and economic developments affecting their businesses.

This Corporate News update aims to present readers with recent key developments in relevant economic, transactional and legal matters, including:


Continue reading