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Senator Dodd introduces new financial reform bill

Holland & Knight LLP
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USA
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March 22 2010

On March 15, 2010, Senator Dodd introduced the Restoring American Financial Stability Act of 2010 (the "2010 Bill"

SEC issues six new interpretations on XBRL

Holland & Knight LLP
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USA
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March 22 2010

The SEC's Office of Interactive Disclosure has issued six new interpretations to frequently asked questions on XBRL to help filers understand how to comply with the SEC's interactive data disclosure rules

FASB and IASB publish joint exposure draft on the reporting entity

Holland & Knight LLP
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USA
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March 22 2010

On March 11, 2010, the Financial Accounting Standards Board (FASB) and the International Accounting Standards Board (IASB) issued a joint exposure draft titled, "Conceptual Framework for Financial Reporting: The Reporting Entity."

Second Circuit clarifies Section 10(b) duty to update and Rule 10b-5 pleading standard

Holland & Knight LLP
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USA
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March 22 2010

On March 1, 2010, the Second Circuit Court of Appeals affirmed in part and vacated in part a securities class action brought against a company for failing to update investors concerning problems with an agreement with the United States Postal Service (USPS) to serve as the preferred provider of USPS's electronic postmark

PCAOB proposes auditing standard on Communications with Audit Committees

Holland & Knight LLP
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USA
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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

NYSE Commission on Corporate Governance issues final report

Holland & Knight LLP
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USA
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October 11 2010

On September 23, 2010, the NYSE Commission on Corporate Governance issued its final report that identifies 10 core governance principles, and considered these principles in the context of the three corporate governance actors: boards, management and shareholders

SEC approves rule change on broker nonvotes and executive pay

Holland & Knight LLP
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USA
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October 11 2010

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

Division of Corporation Finance issues “Dear CFO” letter questioning repurchase agreements

Holland & Knight LLP
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USA
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April 5 2010

On March 29, 2010, the Division of Corporation Finance staff posted a sample letter it provided to the chief financial officer of certain public companies requesting information about repurchase agreements, securities lending transactions, or other transactions involving the transfer of financial assets with an obligation to repurchase the transferred assets

Delaware Court of Chancery applies entire fairness standard to majority stockholder's debt conversion

Holland & Knight LLP
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USA
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August 9 2010

On May 28, 2010, the Delaware Court of Chancery held that the former controlling stockholder of a company had not established the entire fairness of a debt conversion transaction entered into between the company and the controlling stockholder

Delaware chancery court adopts standard for controlling stockholder going private transactions

Holland & Knight LLP
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USA
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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