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Adobe PDFThree Things US Audit Committee Members Should Consider Now
David S. Bakst, John P. Berkery, Edward S. Best, James B. Carlson, Michael L. Hermsen; Mayer Brown LLP;
Legal Alert/Article
September 19, 2014, previously published on September 11, 2014
Audit Committees have seen their responsibilities increase dramatically in 2014. Additionally, they have also faced increased regulatory scrutiny, potential liabilities and proxy and shareholder activist opposition to the re-election of Audit Committee members to the board of directors of the...

 

Adobe PDFFirst Conflict Minerals Filings Still Due June 2, 2014
Duncan A. W. Abate, David S. Bakst, Harry R. Beaudry, John P. Berkery, Edward S. Best; Mayer Brown JSM;
Legal Alert/Article
May 12, 2014, previously published on May 6, 2014
On April 29, 2014, Keith Higgins, the director of the Division of Corporation Finance for the US Securities and Exchange Commission (the Division), issued a statement confirming that “the Division expects companies to file any reports required under Rule 13p-1 on or before” June 2,...

 

Adobe PDFNo-Action Relief Granted With Regard To Certain Foreign Issuer Preliminary Proxy Filing Requirements
David S. Bakst, Harry R. Beaudry, John P. Berkery, Edward S. Best, Laura D. Richman; Mayer Brown LLP;
Legal Alert/Article
April 11, 2014, previously published on April 9, 2014
The staff (“Staff”) of the US Securities and Exchange Commission (the “SEC”) has provided no-action relief to certain foreign issuers that are subject to the SEC’s proxy rules. The relief allows these issuers to avoid filing preliminary proxy statements with the SEC...

 

Adobe PDFConflict Minerals Disclosures: Time for Final Preparations
David S. Bakst, Harry R. Beaudry, John P. Berkery, Edward S. Best, Bernd Bohr; Mayer Brown LLP;
Legal Alert/Article
March 25, 2014, previously published on March 24, 2014
The filing deadline is drawing near for the first conflict minerals disclosures required by the Dodd-Frank Wall Street Reform and Consumer Protection Act and the conflict minerals rule adopted by the US Securities and Exchange Commission (SEC). SEC reporting companies, regardless of their fiscal...

 

Adobe PDFPreparing for the 2011 Proxy and Annual Report Season
David S. Bakst, John P. Berkery, Edward S. Best, Robert E. Curley, Paul C. de Bernier; Mayer Brown LLP;
Legal Alert/Article
November 17, 2010, previously published on November 16, 2010
With the end of 2010 approaching, it is time to prepare for the 2011 proxy and annual report season. There are quite a few new developments to take into account when drafting proxy statements and annual reports, due to the passage of the Dodd-Frank Wall Street Reform and Consumer Protection Act...

 

Adobe PDFU.S. SEC Adopts Proxy Access Rules
David S. Bakst, John P. Berkery, Edward S. Best, Michael T. Blair, Paul C. de Bernier; Mayer Brown LLP;
Legal Alert/Article
September 20, 2010, previously published on September 7, 2010
On August 25, 2010, the U.S. Securities and Exchange Commission (“SEC” or “Commission”), by a 3-2 vote, adopted final rules1 (the “Adopting Release”) on facilitating shareholder director nominations through issuer proxy statements, culminating years of...

 

Adobe PDFU.S. Securities and Exchange Commission Updates Compliance and Disclosure Interpretations
Edward S. Best, Michael T. Blair, James B. Carlson, Robert E. Curley, Michael L. Hermsen; Mayer Brown LLP;
Legal Alert/Article
June 22, 2010, previously published on June 10, 2010
On June 4, 2010, the Division of Corporation Finance of the U.S. Securities and Commission updated its Compliance and Disclosure Interpretations (C&DIs) regarding Securities Act sections, Securities Act rules, Securities Act forms, Regulation S-K , Exchange Act rules, Exchange Act Form 8-K, and...