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Show: results per page Sort by:  | Considerations for Public Company Directors in the 2012 Proxy Season Amy Goodman, Elizabeth A. Ising, Gillian McPhee, Ronald O. Mueller, John F. Olson; Gibson, Dunn & Crutcher LLP;
Legal Alert/Article January 5, 2012, previously published on January 3, 2012 The past year has been one of change and challenge for public companies and their boards, as companies have moved to implement "say-on-pay" and other provisions of the Dodd-Frank Wall Street Reform and Consumer Protection Act ("Dodd-Frank"). With the 2012 proxy season on the...
|  | ISS Issues White Paper on New Approach in Evaluating Pay for Performance Alignment Arsineh Ananian, Sean C. Feller, Amy Goodman, Ronald O. Mueller; Gibson, Dunn & Crutcher LLP;
Legal Alert/Article December 29, 2011, previously published on December 27, 2011 On December 20, 2011, Institutional Shareholder Services ("ISS"), a leading proxy advisory firm, published a white paper titled "Evaluating Pay for Performance Alignment: ISS' Quantitative and Qualitative Approach." The white paper provides greater guidance on ISS' new approach...
|  | ISS Releases Policy Updates for 2012 Proxy Season Sean C. Feller, Amy Goodman, Elizabeth A. Ising, Ronald O. Mueller; Gibson, Dunn & Crutcher LLP;
Legal Alert/Article November 25, 2011, previously published on November 23, 2011 On November 17, 2011, Institutional Shareholder Services ("ISS"), a leading proxy advisory firm, released its U.S. and international corporate governance policy updates for the 2012 proxy season. For details, please see the U.S. Corporate Governance Policy 2012 Updates ("2012 Policy...
|  | SEC Issues Interpretive Guidance on Cybersecurity Disclosures Under U.S. Securities Laws Amy Goodman, Elizabeth A. Ising, Ronald O. Mueller, Alexander H. Southwell; Gibson, Dunn & Crutcher LLP;
Legal Alert/Article October 19, 2011, previously published on October 17, 2011 On October 13, 2011, the staff of the Securities and Exchange Commission ("SEC") released disclosure guidance regarding public company disclosure obligations relating to cybersecurity risks and cyber incidents (the "Disclosure Guidance")."[1] The Disclosure Guidance...
|  | Public Company Accounting Oversight Board Considers Mandatory Audit Firm Rotation Douglas Cox, Amy Goodman, Brian J. Lane, Ronald O. Mueller, John F. Olson, Michael Scanlon, John H. Sturc; Gibson, Dunn & Crutcher LLP;
Legal Alert/Article August 25, 2011, previously published on August 19, 2011 On August 16, 2011, the Public Company Accounting Oversight Board ("PCAOB") issued a Concept Release on Auditor Independence and Audit Firm Rotation ("Concept Release"). The Concept Release, available at http://pcaobus.org/Rules/Rulemaking/Docket037/Release&under;2011-006.pdf,...
|  | D.C. Circuit Vacates Securities and Exchange Commission's Proxy Access Rule Daniel J. Davis, Amy Goodman, Elizabeth A. Ising, Ronald O. Mueller, Eugene Scalia; Gibson, Dunn & Crutcher LLP;
Legal Alert/Article July 27, 2011, previously published on July 22, 2011 Today the federal appellate court in Washington, D.C. invalidated the SEC's "proxy access" rule, which would have required that director candidates nominated by certain large shareholders be included in a company's proxy materials.
|  | SEC Proposes Disclosure Rules for Conflict Minerals, Mine Safety and Payments by Resource Extraction Issuers Amy Goodman, Elizabeth A. Ising, Brian J. Lane, James Moloney, Ronald O. Mueller, John F. Olson; Gibson, Dunn & Crutcher LLP;
Legal Alert/Article December 16, 2010, previously published on December 15, 2010 On December 15, 2010, the Securities and Exchange Commission (the "SEC") proposed rules to implement provisions of the Dodd-Frank Wall Street Reform and Consumer Protection Act (the "Dodd-Frank Act") relating to: (1) conflict minerals; (2) mine safety matters; and (3) resource...
|  | Repeal of Credit Ratings Agency Exemption from Regulation FD Andrew L. Fabens, Amy Goodman, Brian J. Lane, Ronald O. Mueller, John F. Olson; Gibson, Dunn & Crutcher LLP;
Legal Alert/Article October 14, 2010, previously published on October 11, 2010 On September 29, 2010, the SEC amended Regulation FD to remove the express exemption for disclosures of material non-public information to credit rating agencies (former Rule 100(b)(2)(iii) of Regulation FD), as required under Section 939B of the Dodd-Frank Act. This amendment became effective upon...
|  | Proxy Access Litigation and Next Steps Amy Goodman, David M. Hernand, Elizabeth A. Ising, Brian J. Lane, James Moloney, Ronald O. Mueller, John F. Olson; Gibson, Dunn & Crutcher LLP;
Legal Alert/Article October 14, 2010, previously published on October 8, 2010 The following provides an update on the litigation challenging the "proxy access" rules adopted by the Securities and Exchange Commission ("SEC" or "Commission"), and also discusses steps companies should consider during the pendency of the litigation. Our client...
|  | U.S. SEC Adopts Final Rules on Proxy Access Amy Goodman, David M. Hernand, Elizabeth A. Ising, Brian J. Lane, James Moloney, Ronald O. Mueller, John F. Olson; Gibson, Dunn & Crutcher LLP;
Legal Alert/Article September 1, 2010, previously published on August 25, 2010 Today the U.S. Securities and Exchange Commission ("SEC") adopted amendments to its proxy rules to permit shareholders to nominate directors in a company's proxy materials--commonly referred to as "proxy access." The vote on the amendments was 3-2, with Commissioners Casey and...
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