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On November 18, the SEC’s Division of Corporation Finance published new guidance relating to its 2015 no-action letter on 5-day debt tender and exchange offers, and also provided guidan...
The transition of power from one Administration to another, especially when it involves a change of party, is governed both by law and custom. Both may be changing. In this post, we exami...
President-Elect Trump’s transition website promises to “dismantle the Dodd-Frank Act and replace it with new policies to encourage economic growth and job creation.” To help our cl...
The Business Roundtable recently issued a paper on Modernizing the Shareholder Proposal Process, focused on improving how shareholder proposals are submitted under Rule 14a-8.
The organiz...
This blog post sets out how rollback of the Dodd-Frank Act or its implementing regulations might work. President Elect Trump’s administration and the new Republican majority in Congress...
The question of whether investors would use proxy access bylaws to make director nominations has been answered.
First came the Schedule 13D with the announcement that GAMCO Asset Managem...
On November 8, 2016, the proxy advisory firm Institutional Shareholder Services Inc. (ISS) released updates to its methodology for making its pay-for-performance evaluations of U.S. publi...
It seems fitting to talk about elections today, albeit of a very different kind. Our memo on the SEC proposal to mandate universal proxies is here.
A paper by the Harvard Law School Prog...
On October 20, 2016, the Federal Trade Commission (“FTC”) and Department of Justice: Antitrust Division (“DOJ”) jointly issued antitrust law guidance for human resource profession...