March 8, 2021 |
Reg FD and the riskiest of phone calls
Client Memorandum
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March 3, 2021 |
UK listing review publishes recommendations
Client Memorandum
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March 3, 2021 |
Federal Reserve finalizes Board Effectiveness Guidance for large financial institutions
Client Memorandum
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February 25, 2021 |
SEC to review climate-related disclosure
Client Alert
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January 21, 2021 |
With a hoped-for return to normal after COVID-19, we expect to see a continued uptick in shareholder activist campaigns
Client Memorandum
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January 7, 2021 |
FCA policy statement on climate-related disclosures by listed companies
Client Memorandum
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December 10, 2020 |
Preparing Your 2020 Form 20-F
Client Memorandum
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October 19, 2020 |
Stock Buybacks Under 10b5-1 Plan Draw SEC Rebuke
Client Memorandum
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October 5, 2020 |
California Enacts Law Requiring Public Company Boards to Include Members of Underrepresented Communities
Client Memorandum
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October 5, 2020 |
SEC Maintains Its Focus on Perk Disclosures
Client Memorandum
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September 29, 2020 |
SEC Amends Shareholder Proposal Rule
Client Memorandum
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July 24, 2020 |
SEC Finalizes Rules for Proxy Advisors
Client Alert
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July 23, 2020 |
FRC Publishes Thematic Review of Company Disclosures During the Coronavirus (COVID-19) Pandemic
Client Memorandum
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July 15, 2020 |
ESG Disclosure Frameworks – Recent Updates
Client Memorandum
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June 25, 2020 |
Expansive New California Privacy Measure Cleared for November Ballot
Client Memorandum
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June 22, 2020 |
Taking Care of Employees During COVID-19: Consider This Handy Employee Benefit Tool
Client Memorandum
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June 10, 2020 |
DOL Letter Paves Way for Including Private Equity in 401(k) Plans
Client Memorandum
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June 9, 2020 |
Top 10 Key Trends at 2020 Proxy Mid-Season
Client Memorandum
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June 8, 2020 |
Inadequate Perk Disclosure Remains in SEC’s Sights
Client Memorandum
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May 6, 2020 |
COVID-19: Reductions in Executive Pay
Client Memorandum
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April 30, 2020 |
Codes of Ethics and Securities Litigation
Client Memorandum
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April 21, 2020 |
Establishment in France of a “Legally Protected” Period Extending Many Legal Deadlines and Neutralizing Certain Contractual Prerogatives
Client Memorandum
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March 31, 2020 |
COVID-19 and Public Companies: This is a developing (and updated) story
Client Memorandum
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March 30, 2020 |
Thinking Ahead to First Quarter Reporting—Some Tips and Recommendations
Client Memorandum
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March 27, 2020 |
Securities Offerings During Closed Windows and Blackout Periods
Client Memorandum
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March 25, 2020 |
Delaware Supreme Court Finds Exclusive Federal Forum Provisions for Securities Act Litigation Are Valid
Client Memorandum
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March 23, 2020 |
AGM Considerations for UK Foreign Private Issuers Arising from Coronavirus (COVID-19)
Client Memorandum
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March 23, 2020 |
Purchasing Portfolio Company Debt – Threshold Issues for Private Equity Sponsors
Client Memorandum
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March 23, 2020 |
UK Corporate Finance Update Coronavirus (COVID-19)-Related Measures and Guidance
Client Memorandum
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March 20, 2020 |
Should Companies Play Strong Defense in These Hostile Times?
Client Alert
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March 18, 2020 |
Families First Coronavirus Response Act: Key Takeaways Regarding Paid Leave Benefits
Client Alert
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March 16, 2020 |
Thinking About Liquidity and Funding Alternatives?
Client Alert
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March 2, 2020 |
What If You Need to Change Your Annual Meeting Location or Date Due to the COVID-19 Coronavirus?
Client Memorandum
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February 27, 2020 |
How Should Boards Be Thinking About the Novel Coronavirus?
Client Alert
|
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January 21, 2020 |
UK Corporate Finance Update - Winter 2019/20
Client Memorandum
|
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January 16, 2020 |
DOJ and FTC Release Draft Vertical Merger Guidelines: a Modest and Overdue Makeover
Client Memorandum
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December 23, 2019 |
IRS Issues Proposed Regulations under Section 162(m)
Client Memorandum
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December 10, 2019 |
Human Capital and Climate Risk Disclosure – Analysis of 2019 Mandatory and Voluntary Reporting
Client Memorandum
|
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November 26, 2019 |
UK Merger Control - CMA Interventionism on the Rise
Client Memorandum
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November 26, 2019 |
Preparing Your 2019 Form 20-F
Client Memorandum
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November 14, 2019 |
Recent Delaware Cases Reinforce Director Accountability for Risk Oversight
Client Memorandum
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November 12, 2019 |
SEC Proposed Rules to Regulate Proxy Advisory Firms and Shareholder Proposals
Client Memorandum
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October 22, 2019 |
SEC Division of Corporation Finance Addresses Ordinary Business Basis for Shareholder Proposal Exclusion
Client Memorandum
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October 21, 2019 |
Expertise Indépendante – Pression accrue sur les conseils d’administration
La Semaine Juridique - Édition Générale - N° 43 |
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September 18, 2019 |
SEC Issues Guidance Regarding Proxy Voting Responsibilities of Investment Advisers
Client Memorandum
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September 13, 2019 |
SEC’s Shareholder Proposal Change May Muddle 2020 Proxies
Law360
|
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August 23, 2019 |
SEC Proposes Updated Disclosure Rules for Business Description, Legal Proceedings and Risk Factors
Client Memorandum
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August 21, 2019 |
The Business Roundtable Statement on Corporate Purpose
Client Memorandum
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July 25, 2019 |
Corporate Governance 2019
International Comparative Legal Guide: Corporate Governance 2019, Twelfth Edition |
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June 26, 2019 |
SCOTUS Expands Scope of FOIA Trade Secrets and Commercial Information Exemption
Client Memorandum
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May 17, 2019 |
SEC Proposes Relaxed Audit Rule for Smaller Companies
Client Memorandum
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April 5, 2019 |
SEC Guidance on New Rules for Confidential Treatment of Material Agreements
Client Memorandum
|
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March 28, 2019 |
SEC Adopts Rules to Modernize and Simplify Disclosure For Public Companies
Client Memorandum
|
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January 2, 2019 |
Update on the SEC Shutdown
Client Memorandum
|
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December 21, 2018 |
SEC Shutdown: Pointers for Capital Markets Transactions
Client Memorandum
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December 21, 2018 |
SEC Adopts Hedging Disclosure Rule
Client Memorandum
|
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December 20, 2018 |
SEC Chair Highlights Disclosure Topics for Upcoming Filings
Client Memorandum
|
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December 17, 2018 |
Preparing Your 2018 Form 20-F
Client Memorandum
|
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November 29, 2018 |
A Say-on-Pay Update — Plus Strategies for Responding to a Negative Recommendation by a Proxy Advisory Firm
Client Memorandum
|
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November 21, 2018 |
Issue 13: Lex et Brexit — The Law and Brexit
Client Memorandum
|
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November 6, 2018 |
Federal Reserve Finalizes New Supervisory Ratings System for Large Financial Institutions
Client Memorandum
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October 26, 2018 |
The New Populist Movement in Antitrust: Could it Change the Status Quo and Does it Threaten American Businesses?
Client Memorandum
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October 18, 2018 |
Adding Insult to Injury: SEC Warns That Cyber Incidents May Lead to Enforcement Action
Client Memorandum
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October 1, 2018 |
California Enacts Law Requiring Public Company Boards to Include Women
Client Memorandum
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July 18, 2018 |
Boards and #MeToo
Client Memorandum
|
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July 17, 2018 |
Recent Developments Relating to Corporate Governance
Client Memorandum
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July 11, 2018 |
Governance Practices for IPO Companies: A Davis Polk Survey
Client Memorandum
|
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July 5, 2018 |
SEC Issues Sanctions for Inadequate Perk Disclosure
Client Memorandum
|
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April 26, 2018 |
With $35 Million Fine, SEC Shows Late Cyberbreach Disclosure Can Result in Enforcement
Client Memorandum
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March 7, 2018 |
First Wave of Pay Ratio Disclosures Filed
Client Memorandum
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February 23, 2018 |
SEC Issues Updated Cybersecurity Guidance
Client Memorandum
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February 21, 2018 |
Getting the Deal Through: Shareholder Activism & Engagement Trends and Developments in France 2018
Law Business Research Ltd. |
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February 21, 2018 |
Getting the Deal Through: Shareholder Activism & Engagement Trends and Developments in the UK 2018
Law Business Research Ltd. |
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February 20, 2018 |
Getting the Deal Through: Shareholder Activism & Engagement 2018
Law Business Research Ltd. |
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February 1, 2018 |
A Dangerous Mix: Multiple Board Service and Insolvency
ABI Journal, Vol. XXXVII, No. 2, February 2018 |
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January 31, 2018 |
Administering Compensation Programs in the Wake of TCJA – New Section 162(m)
Client Memorandum
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December 21, 2017 |
Securities Fraud Class Action Suits Following Cyber Breaches: The Trickle Before the Wave
Client Memorandum
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December 21, 2017 |
The New Tax Regime - Disclosure Considerations for Public Companies
Client Memorandum
|
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December 14, 2017 |
Preparing Your 2017 Form 20-F
Client Memorandum
|
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December 8, 2017 |
NYSE Requires Listed Companies to Delay Issuing Material News Immediately After Market Close
Client Memorandum
|
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November 8, 2017 |
Tax Reform Proposal - Uncertainty for Year-End Compensation Planning: What You Can Do to Prepare
Client Memorandum
|
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October 24, 2017 |
ESG in Private Equity: What Every GP Needs to Know About Public Pension Fund Requirements
Client Memorandum
|
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October 16, 2017 |
SEC Releases Proposal Aimed at Simplifying Public Company Disclosure
Client Memorandum
|
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September 25, 2017 |
Getting the Deal Through: Editor Q&A - Shareholder Activism & Engagement 2017
Law Business Research Ltd. |
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September 25, 2017 |
Pay Ratio Disclosure Rule: The SEC’s Latest Guidance Should Ease Compliance Costs for Companies
Client Memorandum
|
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September 12, 2017 |
UK Takeover Code Update - September 2017
Client Memorandum
|
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September 7, 2017 |
Reminder: Reporting Your “Say-on-Frequency” Decision
Client Memorandum
|
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August 14, 2017 |
The Federal Reserve Breathes Fresh Air into Its Corporate Governance Guidance
Client Memorandum
|
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August 4, 2017 |
The Countering America’s Adversaries Through Sanctions Act Becomes Law
Client Memorandum
|
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August 3, 2017 |
NYSE Announces Ex-Date Changes for T+2 Settlement; Proposes Expanded Hours for Dividend Notice Policy
Client Memorandum
|
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August 1, 2017 |
Snap Decision: Leading Index Providers Nix Multi-Class Shares
Client Memorandum
|
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July 31, 2017 |
Corporate Governance Trends and Developments: 2017
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June 27, 2017 |
Regulatory Reform for Mid-Sized and Regional Banks: Where Are We at Mid-Year?
Client Memorandum
|
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June 22, 2017 |
NASDAQ Announces Ex-Dividend Date Changes For T+2 Settlement
Client Memorandum
|
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June 7, 2017 |
PCAOB Adopts New Standard Expanding Auditors’ Reports
Client Memorandum
|
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May 8, 2017 |
Financial CHOICE Act 2.0 Passes House Financial Services Committee
Client Memorandum
|
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April 12, 2017 |
SEC Staff Announces Further Relief from Conflict Minerals Reporting Requirements
Client Memorandum
|
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April 3, 2017 |
JOBS Act EGC Revenue Cap Raised to $1.07 Billion to Adjust for Inflation
Client Memorandum
|
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March 21, 2017 |
Getting the Deal Through: Shareholder Activism & Engagement Trends and Developments in France 2017
Law Business Research Ltd. |
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March 21, 2017 |
Getting the Deal Through: Shareholder Activism & Engagement Trends and Developments in the UK 2017
Law Business Research Ltd. |
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March 7, 2017 |
Getting the Deal Through: Shareholder Activism & Engagement 2017
Law Business Research Ltd. |
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February 14, 2017 |
Resource Extraction Disclosure Repealed
Client Memorandum
|
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January 5, 2017 |
VW Ruling – Morrison Not A Bar To Securities Claims Involving ADRs
Client Memorandum
|
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|
January 4, 2017 |
Davis Polk Submits Comment Letter to SEC on Proposal for Universal Proxy Cards
Client Memorandum
|
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December 22, 2016 |
SEC Announces Two Enforcement Actions Regarding Restrictive Language in Severance Agreements
Client Memorandum
|
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December 12, 2016 |
Predictions on Possible Changes to and Timing of the Dodd-Frank Executive Compensation Provisions
Client Memorandum
|
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December 8, 2016 |
Preparing Your 2016 Form 20-F
Client Memorandum
|
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November 29, 2016 |
The Trump Transition - Potential Environmental Regulatory and Legal Outcomes and Business Implications
Client Memorandum
|
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November 21, 2016 |
SEC Issues Guidance on 5-Day Debt Tender Offers and Financial Advisor Disclosure in Equity Tender Offers
Client Memorandum
|
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November 17, 2016 |
The Trump Transition and Possible Directions for Financial Regulatory Reform
Client Memorandum
|
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November 10, 2016 |
ISS Updates Pay-for-Performance Evaluation Methodology for 2017
Client Memorandum
|
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October 31, 2016 |
Banking Regulators Float Broad Cyber Risk Approach
Client Memorandum
|
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|
October 28, 2016 |
SEC Proposes Universal Proxy Cards
Client Memorandum
|
|
|
October 14, 2016 |
Jensen Embodied in Proposed Dodd-Frank Rule
The Daily Journal, October 14, 2016 |
|
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September 30, 2016 |
Issue 7: Lex et Brexit — The Law and Brexit
Client Newsletter
|
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September 30, 2016 |
SEC Proposes T+2 Settlement Cycle
Client Memorandum
|
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|
September 16, 2016 |
Issue 6: Lex et Brexit — The Law and Brexit
Client Newsletter
|
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September 1, 2016 |
Issue 5: Lex et Brexit — The Law and Brexit
Client Newsletter
|
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August 19, 2016 |
Issue 4: Lex et Brexit — The Law and Brexit
Client Newsletter
|
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August 5, 2016 |
Issue 3: Lex et Brexit — The Law and Brexit
Client Newsletter
|
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August 4, 2016 |
Corporate Governance Trends and Developments: 2016
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August 2, 2016 |
New Proxy Advisor Policy Affects IPO Company Director Elections
Client Memorandum
|
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|
July 22, 2016 |
Issue 2: Lex et Brexit — The Law and Brexit
Client Newsletter
|
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|
July 22, 2016 |
NYDFS Issues Final Rule on Transaction Monitoring and Filtering Programs
Client Memorandum
|
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|
July 19, 2016 |
SEC Proposes Additional Disclosure Reforms
Client Memorandum
|
|
|
July 9, 2016 |
Issue 1: Lex et Brexit — The Law and Brexit
Client Newsletter
|
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|
July 5, 2016 |
HSR Violation Penalties More Than Doubled by FTC
Client Memorandum
|
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|
June 29, 2016 |
SEC Finalizes Disclosure Rules for Payments by Resource Extraction Issuers
Client Memorandum
|
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|
June 24, 2016 |
Legal Implications of Brexit
Client Memorandum
|
|
|
June 2, 2016 |
Governance Practices for IPO Companies: A Davis Polk Survey
Client Memorandum
|
|
|
May 19, 2016 |
SEC Releases Guidance on Non-GAAP Financial Measures
Client Memorandum
|
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May 10, 2016 |
New Guidance on Best Practice for Disapplying Pre-Emption Rights for UK Premium Listed Companies
Client Memorandum
|
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|
May 2, 2016 |
Incentive Compensation for Financial Institutions: Reproposal
Client Memorandum
|
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|
April 22, 2016 |
Regulation S-K Concept Release Charts Ambitious Course for Corporate Disclosure Reform
Client Memorandum
|
|
|
April 11, 2016 |
Treasury Issues New Anti-Inversion Guidance
Client Memorandum
|
|
|
April 11, 2016 |
Treasury Proposes Overhaul of Intercompany Debt Rules
Client Memorandum
|
|
|
April 5, 2016 |
Does the ValueAct Lawsuit Have Implications for Institutional Shareholders and the Larger Shareholder Activism and Engagement Landscape?
Client Memorandum
|
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|
March 17, 2016 |
Getting the Deal Through: Shareholder Activism & Engagement 2016
Law Business Research Ltd.
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March 3, 2016 |
Getting the Deal Through: Shareholder Activism & Engagement 2016
Law Business Research Ltd.
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February 23, 2016 |
SEC Decides Not to Pursue Clawback Actions Against Executives Who Reimbursed Company for Previously Paid Compensation
Client Memorandum
|
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February 17, 2016 |
Down-Round Financings of Private Companies: Considerations for Outstanding Equity Compensation Awards
Client Memorandum
|
|
|
January 6, 2016 |
Hong Kong Corporate Finance Update
Client Newsletter
|
|
|
December 21, 2015 |
SEC Re-Proposes Rules Implementing Dodd-Frank Disclosure Requirements for Resource Extraction Issuers
Client Memorandum
|
|
|
December 17, 2015 |
Preparing Your 2015 Form 20-F
Client Memorandum
|
|
|
December 3, 2015 |
Thinking About Indemnity Protections after the "Yates Memo"
Client Memorandum
|
|
|
November 23, 2015 |
ISS and Glass Lewis Adopt Policy Changes for the 2016 Proxy Season
Client Memorandum
|
|
|
October 29, 2015 |
UK Takeover Code - Dividends, Acting in Concert and Restrictions and Suspensions of Voting Rights
Client Memorandum
|
|
|
October 13, 2015 |
UK Takeover Code – Offer-Related Arrangements and Equality of Information to Competing Offerors
Client Memorandum
|
|
|
September 25, 2015 |
NYSE Expands Pre-Market Material News Policy and Trading Halt Authority Effective September 28
Client Memorandum
|
|
|
August 10, 2015 |
SEC Adopts Final Pay Ratio Disclosure Rule
Client Memorandum
|
|
|
July 27, 2015 |
Getting the Deal Through
Corporate Governance 2015
Reproduced with permission from Law Business Research Ltd. |
|
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July 10, 2015 |
SEC Ponders Expanding Audit Committee Disclosure
Client Memorandum
|
|
|
July 8, 2015 |
SEC Proposes Dodd-Frank Clawback Rule
Client Memorandum
|
|
|
May 12, 2015 |
Delaware Court of Chancery Subjects Non-Employee Director Compensation to the “Entire Fairness” Standard
Client Memorandum
|
|
|
May 1, 2015 |
SEC Proposes “Pay Versus Performance” Rule
Client Memorandum
|
|
|
April 3, 2015 |
IRS Releases Final Regulations Under Section 162(m): Some Relief for Newly Public Companies
Client Memorandum
|
|
|
February 18, 2015 |
Proxy Access – a Decision Framework
Client Memorandum
|
|
|
February 11, 2015 |
SEC Proposes Hedging Disclosure Rule
Client Memorandum
|
|
|
January 23, 2015 |
New Procedures for Shortened Debt Tender Offers; Relief Extended to High-Yield Debt
Client Memorandum
|
|
|
December 21, 2014 |
Delaware Supreme Court Reverses Preliminary Injunction Requiring Go-Shop; Reaffirms “No Single Blueprint” to Satisfy Revlon Duties
Client Memorandum
|
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|
December 1, 2014 |
European Regulatory Snapshot: CRD IV Bonus Cap Likely Set to Stay
Client Memorandum
|
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|
November 7, 2014 |
ISS and Glass Lewis Release Changes to Their Voting Guidelines for the 2015 Proxy Season
Client Memorandum
|
|
|
November 7, 2014 |
Risk Governance: Visual Memorandum on Final Guidelines Issued by the OCC
Client Memorandum
|
|
|
September 25, 2014 |
Corporate Governance Update: Remuneration and Risk Management
Client Memorandum
|
|
|
September 23, 2014 |
Treasury Issues Long-Awaited Anti-Inversion Guidance
Client Memorandum
|
|
|
September 23, 2014 |
U.S. Basel III Liquidity Coverage Ratio Final Rule
Client Memorandum
|
|
|
September 4, 2014 |
European Regulatory Snapshot: Remuneration in the Financial Services Industry 2014
Client Memorandum
|
|
|
August 1, 2014 |
Corporate Governance Practices in IPOs
Corporate Governance Advisor, July/August 2014 |
|
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July 30, 2014 |
A Review of the First Wave of Conflict Mineral Filings
Client Memorandum
|
|
|
July 2, 2014 |
Corporate Governance 2014: Global Overview
Getting the Deal Through − Corporate Governance 2014 |
|
|
July 1, 2014 |
SEC Guidance on Use of Proxy Advisory Firms for Voting Proxies
Client Memorandum
|
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|
June 27, 2014 |
U.S. Supreme Court: No Presumption of Prudence for ESOP Fiduciaries, Court Details Pleading Requirements for Breach of Prudence Claims
Client Memorandum
|
|
|
June 18, 2014 |
Whistleblower Update: SEC Resolves First Case Under New Authority to Bring Anti-Retaliation Claim
Client Memorandum
|
|
|
June 9, 2014 |
Recent Developments in Whistleblower Protections: Legal Analysis and Practical Implications
Client Memorandum
|
|
|
May 6, 2014 |
The Second Circuit Issues Decision of First Impression With Respect to Morrison and Extraterritoriality
Client Newsflash
|
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|
May 5, 2014 |
Delaware Court Declines to Enjoin Sotheby’s Annual Meeting
Client Memorandum
|
|
|
May 2, 2014 |
Conflict Minerals Update: SEC Formally Stands by Staff Guidance
Client Newsflash
|
|
|
April 29, 2014 |
DOJ and SEC Announce Filing of FCPA Enforcement Action Against Broker-Dealer Executives
Client Memorandum
|
|
|
April 29, 2014 |
SEC (Mostly) Forges Ahead on Conflict Minerals
Client Newsflash
|
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|
April 21, 2014 |
2014 Proxy Season: Early Indications
Client Memorandum
|
|
|
April 17, 2014 |
Corporate Governance Practices in US Initial Public Offerings
Director Notes, April 2014, The Conference Board |
|
|
April 14, 2014 |
D.C. Circuit Court Partially Invalidates Conflict Minerals Rule
Client Newsflash
|
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|
April 2, 2014 |
U.S. Intermediate Holding Company: Structuring and Regulatory Considerations for Foreign Banks
Visual Memorandum
|
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|
March 26, 2014 |
D.C. District Court Orders Production of Internal Compliance Investigation Materials
Client Memorandum
|
|
|
January 29, 2014 |
SEC Staff Issues Further Guidance on the Proxy “Unbundling” Rule
Client Newsflash
|
|
|
January 21, 2014 |
Governance Practices for IPO Companies: A Davis Polk Survey
Client Memorandum
|
|
|
December 11, 2013 |
PCAOB Proposals Would Significantly Impact Public Company Audits
Client Newsflash
|
|
|
December 4, 2013 |
Nasdaq Proposes More Flexible Compensation Committee Independence Standards
Client Newsflash
|
|
|
November 7, 2013 |
Enhancing the Effectiveness of the UK Listing Regime – Feedback and Further Consultation
Client Memorandum
|
|
|
October 30, 2013 |
Exclusive Forum Provisions: Is Now the Time to Act?
Client Newsflash
|
|
|
October 30, 2013 |
U.S. Basel III Liquidity Coverage Ratio Proposal: Visual Memorandum
Client Memorandum
|
|
|
October 22, 2013 |
U.K. Takeover Panel Amends Regime for Profit Forecasts and Quantified Financial Benefits Statements
Client Memorandum
|
|
|
September 27, 2013 |
No SEC Shutdown
Client Memorandum
|
|
|
September 20, 2013 |
Proposed Pay Ratio Disclosure Rule Released by the SEC
Client Memorandum
|
|
|
September 10, 2013 |
PCAOB Proposals Would Significantly Expand Auditor Responsibility
Client Newsflash
|
|
|
August 8, 2013 |
European Regulatory Snapshot: Remuneration in the Financial Services Industry
Client Memorandum
|
|
|
August 6, 2013 |
First Circuit Sun Capital Decision Increases ERISA Exposure for Private Equity Funds
Client Memorandum
|
|
|
July 24, 2013 |
U.S. District Court Upholds Conflict Minerals Rules
Client Newsflash
|
|
|
July 10, 2013 |
SEC Adopts Private Offering Reforms Mandated by JOBS Act
Client Newsflash
|
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|
July 1, 2013 |
Corporate Governance 2013: Global Overview
Getting the Deal Through – Corporate Governance 2013 |
|
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