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Show: results per page Sort by:  | SEC Provides Guidance on Disclosure by Social Media
Joseph Castelluccio, Laurie A. Cerveny, Michael P. O'Brien; Bingham McCutchen LLP;
Legal Alert/Article April 12, 2013, previously published on April 8, 2013 On April 2, 2013, the Securities and Exchange Commission said that public companies may generally use social media sites to disclose material, nonpublic information in compliance with Regulation FD so long as they notify the market in advance about which social media sites they will use to make...
| | Final NYSE and Nasdaq Rules on Compensation Committees and Advisers
Laurie A. Cerveny, Michael P. O'Brien; Bingham McCutchen LLP;
Legal Alert/Article January 31, 2013, previously published on January 29, 2013 On January 11, 2013, the Securities and Exchange Commission approved final rules proposed by the NYSE and Nasdaq in response to SEC rules adopted in June 2012 that implemented Section 952 of the Dodd-Frank Act. Both the NYSE and the Nasdaq rules address:
| | SEC Adopts Rules on Compensation Committees and Advisers
Laurie A. Cerveny, Michael P. O'Brien; Bingham McCutchen LLP;
Legal Alert/Article June 27, 2012, previously published on June 25, 2012 On June 20, 2012, the Securities and Exchange Commission adopted final rules implementing Section 952 of the Dodd-Frank Act. The rules were adopted with some changes from the proposal and direct national securities exchanges, including the NYSE and Nasdaq, to adopt rules addressing:
| | JOBS Act: Congress Attempts to Reduce Regulatory Burdens on IPOs and Private Offerings
Laurie A. Cerveny, Robert G. Leonard, Michael P. O'Brien, Charles A. Sweet, Carl A. Valenstein; Bingham McCutchen LLP;
Legal Alert/Article April 2, 2012, previously published on April 2, 2012 Congress has passed and President Obama is expected to sign the Jumpstart Our Business Startups Act, a five-pronged attempt to reduce regulatory burdens on securities offerings and thus facilitate capital formation and job creation, especially by “emerging growth companies.” Although...
| | SEC Will Permit “Proxy Access” Shareholder Proposals
Laurie A. Cerveny, Chris Cox, Janice A. Liu, Michael P. O'Brien, David K. Robbins, Charles A. Sweet; Bingham McCutchen LLP;
Legal Alert/Article September 27, 2011, previously published on September 23, 2011 An amendment to SEC Rule 14a-8 that will enable shareholders of U.S. public companies (including investment companies) to submit proposals calling for some form of “proxy access” — that is, a procedure permitting shareholders to include alternative nominees for director in the...
| | SEC Seeks Comments on Review of Existing Regulations
W. Hardy Callcott, Laurie A. Cerveny, Chris Cox, Roger P. Joseph, Michael P. O'Brien, Neal E. Sullivan, Charles A. Sweet; Bingham McCutchen LLP;
Legal Alert/Article September 20, 2011, previously published on September 12, 2011 On Sept. 6, 2011, the SEC issued a "request for information" about its process for reviewing existing regulations to determine if those regulations continue to be useful and effective. While one may question the SEC's ability, in the midst of so much new Dodd-Frank rule making, to conduct...
| | D.C. Circuit Voids SEC “Proxy Access” Rule
Laurie A. Cerveny, Chris Cox, Barry N. Hurwitz, Michael P. O'Brien, David K. Robbins, Charles A. Sweet; Bingham McCutchen LLP;
Legal Alert/Article July 26, 2011, previously published on July 22, 2011 In a strongly worded opinion, a three-judge panel of the D.C. Circuit has unanimously voided the SEC’s Proxy Access Rule, which would have permitted shareholders who owned in the aggregate 3% of the voting power of a U.S. public company (including investment companies) for at least three...
| | Embracing the Social Media Invasion: Practical Advice for Incorporating Social Media Tools Into Your Corporate Communications Strategy
Jasmine Bramble, Laurie A. Cerveny; Bingham McCutchen LLP;
Legal Alert/Article June 9, 2011, previously published on June 8, 2011 The recent explosion of social media is increasingly moving beyond our living rooms and finding a comfortable seat in our conference rooms. Gone are the days when Facebook was a relatively unknown website for college kids trying to coordinate their weekend plans or when no one knew just exactly...
| | SEC Proposes Dodd-Frank Compensation Committee and Consultant Rules
Laurie A. Cerveny, Barry N. Hurwitz, Michael P. O'Brien, Charles A. Sweet; Bingham McCutchen LLP;
Legal Alert/Article April 6, 2011, previously published on April 4, 2011 On March 30, 2011, the SEC proposed rules that would implement Section 952 of the Dodd-Frank Act. The proposed rules would require U.S. stock exchanges to adopt new corporate governance requirements as to compensation committees of listed issuers of equity securities. The rules would also require...
| | Courts Uphold Principle That Merger Negotiations Can Remain a Private Matter
Steven C. Browne, Laurie A. Cerveny, Evan G. Smith; Bingham McCutchen LLP;
Legal Alert/Article March 7, 2011, previously published on March 1, 2011 Federal court rulings have affirmed the permissibility of the common practice among U.S. public companies to generally not disclose ongoing merger negotiations. Of particular note, the December 2009 decision of the United States District Court for the Northern District of Illinois in Levie v. Sears...
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