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Glass Lewis and ISS 2019 Voting Guidelines

USA - December 4 2018 Firm Memoranda Both Glass Lewis and ISS, the leading providers of corporate governance and proxy advisory services, have now published their 2019...

Bradley J. Bondi, Geoffrey E. Liebmann, David A. Rand, Charles A. Gilman, Helene R. Banks.


Delaware Court of Chancery Upholds Termination of Merger Agreement Based on Material Adverse Effect

USA - November 20 2018 The notoriously elusive "Material Adverse Effect" clause made a decisive appearance in October when the Delaware Court of Chancery issued its...

Bradley J. Bondi, Geoffrey E. Liebmann, Flavia Vehbiu, Charles A. Gilman, Helene R. Banks.


Guidance to Recent Changes to Auditor's Reports

USA - December 11 2017 The Public Company Accounting Oversight Board (the "PCAOB") recently issued staff guidance providing direction for implementing the recently adopted...

Bradley J. Bondi, Kaitlyn M. Pasco, John J. Schuster.


The DOJ Announces New FCPA Corporate Enforcement Policy

USA - December 7 2017 Firm Memoranda On November 29, 2017, the Department of Justice ("DOJ") announced a revised Foreign Corrupt Practices Act ("FCPA") Corporate...

Bradley J. Bondi, Brockton B. Bosson, Celia Belmonte, John J. Schuster.


SEC Approves Changes to Auditor’s Reporting Standards

USA - November 2 2017 The Securities and Exchange Commission ("SEC") recently approved new rules and standards proposed by the Public Company Accounting Oversight Board...

Bradley J. Bondi, Kaitlyn M. Pasco, Charles A. Gilman, John J. Schuster.