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Results: 11-20 of 69

Court of Chancery affirms validity of bylaw accelerating timing of annual meeting

  • Holland & Knight LLP
  • -
  • USA
  • -
  • October 25 2010

In a case of first impression, the Delaware Court of Chancery considered the validity of a shareholder proposed bylaw amendment that would cause the company's annual meetings to be held in January of each year as opposed to August when the meetings have historically been held

FASB to issue revised exposure draft on loss-contingency disclosures

  • Holland & Knight LLP
  • -
  • USA
  • -
  • May 3 2010

On April 14, 2010, the Financial Accounting Standards Board (FASB) decided to revise the proposed quantitative and qualitative disclosure requirements in its original Exposure Draft relating to disclosures on loss contingencies and to issue a revised Exposure Draft in May 2010

SEC approves rule change on broker nonvotes and executive pay

  • Holland & Knight LLP
  • -
  • USA
  • -
  • October 11 2010

On September 24, 2010, the SEC approved a NASDAQ rule change on an accelerated basis that amends its proxy voting rule

PCAOB proposes auditing standard on Communications with Audit Committees

  • Holland & Knight LLP
  • -
  • USA
  • -
  • April 5 2010

On March 29, 2010, the Public Company Accounting Oversight Board (PCAOB) proposed for comment an auditing standard on Communications with Audit Committees, and a series of related amendments to its interim standards

Division of Corporation Finance publishes revised accounting manual

  • Holland & Knight LLP
  • -
  • USA
  • -
  • July 26 2010

On July 7, 2010, the SEC's Division of Corporation Finance published a revised Financial Reporting Manual

SEC charges executives for failing to disclose perquisites

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

On January 12, 2011, the SEC charged a company and certain of the company's current and former executive officers with failing to disclose more than $1.18 million in perquisites to the former CEO of the company from at least 2002 to 2007

Division of Corporation Finance issues additional CDIs on executive compensation

  • Holland & Knight LLP
  • -
  • USA
  • -
  • March 22 2010

On March 12, 2010, the Division of Corporation Finance issued additional Regulation S-K Compliance and Disclosure Interpretations (CDIs) relating to disclosure of bonuses when an executive declines to accept the bonus, and the scope of the new compensation consultant disclosure requirement

SEC Division of Corporation Finance issues new CDIs on a variety of topics

  • Holland & Knight LLP
  • -
  • USA
  • -
  • March 14 2011

On March 4, 2011, the SEC's Division of Corporation Finance issued new Compliance and Disclosure Interpretations (CDIs) covering a variety of matters, including one on the CD&A, two on Rule 144, two on free writing prospectuses and two on director disclosures, as well as two others

Court rejects shareholder proposal due to insufficient proof of ownership

  • Holland & Knight LLP
  • -
  • USA
  • -
  • April 11 2011

Rather than attempt to exclude a shareholder proposal through the normal SEC channels, a company filed a lawsuit in the Federal District Court for the Southern District of Texas seeking a declaratory judgment that would allow the company to exclude the shareholder proposal submitted by John Chevedden due to his alleged lack of eligibility

Delaware chancery court adopts standard for controlling stockholder going private transactions

  • Holland & Knight LLP
  • -
  • USA
  • -
  • June 7 2010

The Delaware Court of Chancery held that the "entire fairness" standard of review applies to a going private transaction (tender offers and mergers) initiated by a controlling stockholder unless the transaction is both (i) negotiated and affirmatively recommended by a special committee of independent directors and (ii) conditioned on the affirmative tender or approval of a majority of the minority stockholders