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SEC announces record year for enforcement actions and changes policy on admission of guilt
- Holland & Knight LLP
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- USA
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- January 23 2012
The 2011 fiscal year set a new record for the number of enforcement actions brought by the SEC
SEC issues guidance on disclosure related to European sovereign debt exposure
- Holland & Knight LLP
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- USA
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- January 23 2012
On January 6, 2012, the SEC’s Division of Corporation Finance released "CF Disclosure Guidance: Topic No. 4 European Sovereign Debt Exposures."
Federal magistrate dismisses derivative lawsuit based on negative say-on-pay vote
- Holland & Knight LLP
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- USA
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- January 23 2012
On January 11, 2012, a federal magistrate in the United States District Court for the District of Oregon recommended the dismissal of a derivative shareholder lawsuit brought against the directors of an Oregon bank based on actions in contravention of a negative say-on-pay vote
Delaware court rules on fiduciary duties owed by managers of limited liability companies
- Holland & Knight LLP
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- USA
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- February 24 2012
On January 27, 2012, the Court of Chancery ruled that a manager of a Delaware limited liability company owes the company traditional fiduciary duties of care and loyalty unless the operating agreement expressly modifies or eliminates those duties
Federal court dismisses U.S. investors' federal securities claims based on purchase of foreign corporation's stock
- Holland & Knight LLP
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- USA
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- February 24 2012
On February 23, 2012, the U.S. District Court for the Southern District of Texas dismissed the federal securities claims brought by a group of U.S. purchasers of a foreign company's stock on the London Stock Exchange based on the U.S. Supreme Court's decision in Morrison v. National Australia Bank Ltd., 130 S. Ct. 2869 (2010
SEC issues no-action relief with respect to pre-IPO RSUs
- Holland & Knight LLP
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- USA
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- February 24 2012
On February 13, 2012, the Division of Corporation Finance issued no-action relief from the registration requirements of Section 12(g) of the Securities Exchange Act of 1934 with respect to restricted stock units (RSUs) granted pursuant to written compensatory equity incentive plans under certain conditions
SEC Staff provides guidance on how to describe the say-on-pay vote in the proxy card and voting instruction form
- Holland & Knight LLP
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- USA
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- February 24 2012
The Division of Corporation Finance issued new Question 169.07 in the Exchange Act Rules Compliance and Disclosure Interpretations which provides guidance on how a company should describe the advisory vote to approve executive compensation (say-on-pay vote) that is required by Exchange Act Rule 14a-21
NYSE sends its annual letter to listed companies
- Holland & Knight LLP
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- USA
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- February 24 2012
On February 16, 2012, the NYSE sent out its annual letter reminding NYSE-listed companies of their notification and filing requirements
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- Firm Name - Holland & Knight LLP
- Author - Thomas R. Leffler
- Author - Michael George Taylor