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Delaware Chancery Court addresses indemnification and advancement of legal expenses

  • Holland & Knight LLP
  • -
  • USA
  • -
  • March 26 2012

A recent opinion from the Delaware Chancery Court addresses directors' and officers' indemnification and advancement rights

ISS releases 20 FAQs on 2012 compensation guidelines

  • Holland & Knight LLP
  • -
  • USA
  • -
  • February 7 2012

On January 25, 2012, Institutional Shareholder Services (ISS) released 20 frequently asked questions on its 2012 compensation guidelines

SEC approves alternative to NASDAQ $4 per share initial listing bid price requirement

  • Holland & Knight LLP
  • -
  • USA
  • -
  • May 22 2012

On April 18, 2012, the SEC approved on an accelerated basis a proposed rule change by NASDAQ to adopt an alternative to the $4 minimum bid price initial listing requirement for the NASDAQ Capital Market of either $2 or $3, if certain other listing requirements are met

Federal Court keeps FHFA's mortgage-backed securities case against UBS alive

  • Holland & Knight LLP
  • -
  • USA
  • -
  • May 22 2012

On May 4, 2012, the United States District Court for the Southern District of New York rejected UBS Americas, Inc.'s motion to dismiss federal securities claims brought against it by the Federal Housing Finance Agency

Changes to form 10-Q and 10-K: mine safety disclosures

  • Holland & Knight LLP
  • -
  • USA
  • -
  • February 7 2012

On January 27, 2012, changes to Forms 8-K, 10-Q, 10-K, 20-F and 40-F under the Securities Exchange Act of 1934 went into effect which apply to all companies, even if there is no mine safety disclosure required

Cornerstone Research releases report on securities class action settlements in 2011

  • Holland & Knight LLP
  • -
  • USA
  • -
  • March 26 2012

Cornerstone Research recently released its annual report on securities class action settlements for 2011

Florida court rejects the SEC's single-factor transaction-based broker test for finders

  • Holland & Knight LLP
  • -
  • USA
  • -
  • June 6 2011

In the "finder" friendly opinion, a Florida court rejected the SEC's single-factor, transaction-based compensation test for determining "broker" status under the Exchange Act and held that an array of non-exclusive factors should be evaluated when determining whether a finder engages in broker activity thus requiring the finder to register as a "broker" under the Exchange Act

ISS issues two sets of FAQS: 102 FAQS on compensation policies and 77 FAQS on non-compensation-related questions

  • Holland & Knight LLP
  • -
  • USA
  • -
  • January 9 2013

On December 20, 2012, ISS released two lengthy sets of FAQs on 2013 compensation and non-compensation related policies. The following are issues addressed

SEC issues 24 more JOBS Act FAQs

  • Holland & Knight LLP
  • -
  • USA
  • -
  • May 22 2012

On May 3, 2012, the SEC Division of Corporation Finance issued Frequently Asked Questions (FAQs) 18-41 related to the JOBS Act on EGCs and scaled disclosure

Delaware court refuses to enjoin merger despite lack of typical fiduciary safeguards due to board's expertise in corporation's business

  • Holland & Knight LLP
  • -
  • USA
  • -
  • November 7 2011

Under Delaware law, a board of directors entering into a change of control transaction involving the sale of a company must secure the best value reasonably attainable for the company's stockholders