With the SEC's final cybersecurity and climate disclosure rules just around the bend, and with increased scrutiny of disclosure already required under current rules, it's fair to ask yourself whether it's time to reevaluate your disclosure controls and procedures (DCPs).

Delaware courts have been leaders in articulating the oversight duties of corporate directors, most famously in In re Caremark International Inc. Derivative Litigation, 698 A. 2d 959 (Del. Ch. 1996). The court, in Caremark, held that directors breach their duty of oversight when they do either or both of the following:

On Friday, Corp Fin issued 15 new CDIs for its new pay vs. performance rules. Here they are — we have taken the liberty of grouping them loosely by type of CDI so that you may more easily peruse them (with a group of the miscellaneous and technical ones grouped together at the end):

Here's the video archive for the webcast from last week — "Rule 10b5-1 Plans & Insider Trading Policies – Top Issues to Tackle

With the SEC's final climate disclosure rules just around the bend, it's fair to be asking yourself whether it's perhaps time to reconsider the composition of your disclosure committee. Nearly all public committees have disclosure committees, even though the SEC doesn't require one — the SEC just recommends that they do.

As I recently blogged, there's been some confusion about what should be done — transitionally — about the Form 10-K cover page and the checkboxes that result from the SEC's recent clawbacks rulemaking.

Tune in for this Wednesday's webcast – "Rule 10b5-1 Plans & Insider Trading Policies: Top Issues to Tackle" – to join Perkins Coie's own Kelly Reinholdtsen, Jonathan Shulman, and Broc Romanek as they offer practical tips to help you prepare for t

Our recent blog about the DOJ's new guidance on personal devices and third-party messaging had me thinking about how I've personally been handling this new world of directors and personal devi

Last Friday, Corp Fin issued four new Exchange Act CDI 121H.01-04 to provide some guidance relating to the

Tune in for next week's webcast – "Rule 10b5-1 Plans & Insider Trading Policies: Top Issues to Tackle" – set for Wednesday, February 8th.

Over the years, I've written a number of times about the process that in-house counsel periodically goes through to benchmark how many "executive officers" a company has against its peers. Although the "executive officer" determination is an internal factual analysis, it's natural for companies to periodically benchmark how many executive officers their company has compared to its peers.

In this Bloomberg Law article, Kevin Feldis and Marcy Hupp explain how effective ESG plans give startup companies a competitive edge. Here's an excerpt:

"Developing an ESG strategy early in the life of a company has many competitive advantages.

Tune in for our webcast – "Rule 10b5-1 Plans & Insider Trading Policies: Top Issues to Tackle" – set for Wednesday, February 8th.

During our recent webcast — "Proxy Season Roundtable: What You Need to Know Now" — Allison Handy joined Proxy Analytics' Steve Pantina to discuss the potential impact of universal proxy on this proxy season.