Public Chatter
Public Chatter
Public Chatter provides practical guidance—and the latest developments—to those grappling with public company securities law and corporate governance issues, through content developed from an in-house perspective.
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Recent Rulings in AI Copyright Lawsuits Shed Some Light, but Leave Many Questions
We've been posting content about AI legal issues that arise outside of the corporate & securities law context over the past few months because it's worth knowing how this important new technology is shaping the legal landscape.
ISS Releases a Bevy of FAQs on Six Topics
As we recently blogged, ISS barely changed its proxy voting guidelines for 2024. Now, ISS has issued a bunch of FAQs including (changes to the FAQs are shaded in yellow):
A New Guide: "In-House Perspectives - Disclosure Practices"
In this "In-House Perspectives: Disclosure Practices" Guide, I have compiled the various "In-House Corners" in which our in-house readers have shared tips, anecdotes, and thoughts about topics that arise in their daily practice. The topics include:
Corporate Transparency Act Applied to M&A
This excerpt from this Client Update explains why you should read the full Update: "Prospective buyers and target companies should carefully consider how these new CTA regulations may apply to the complicated corporate structures commonly used in mergers
Corporate Transparency Act Will Require Disclosure of Senior Officers & Directors of Many US and Foreign Companies
Here's an excerpt from this new Client Update: "Beginning January 1, 2024, the CTA will require most entities formed in the United States to disclose to FinCEN information describing their "beneficial owners," which
Shadow Trading: The SEC’s Latest Insider Trading Theory Takes Further Shape
Here's the conclusion from this "White Collar Briefly" bl
A New Guide: "In-House Perspectives - Proxy Season"
In this "In-House Perspectives: Proxy Season" Guide, I have compiled the various "In-House Corners" in which our in-house readers have shared tips, anecdotes, and thoughts about topics that arise in their daily practice as they relate to the proxy season. The topics include:
In-House Corner: New Year’s Resolutions—Part 4
In this blog feature, our in-house readers share tips, anecdotes, and thoughts about topics that arise in their daily practice. Last year, we received so much feedback on our three blogs relating to New Year's resolutions that we have decided to do it again.
ISS Barely Changes Its Proxy Voting Guidelines for 2024
Just before Christmas, ISS announced its 2024 Benchmark Policy Updates, which will be effective for meetings on or after February 1, 2024.
8 Things to Know Right Now
Here's our latest edition of our monthly feature – a quick snapshot of recent developments:
The Fifth Circuit Officially Vacates the SEC’s Share Repurchase Rule
Corp Fin Director Erik Gerding Speaks on Cyber Incident Disclosure
Yesterday, we blogged about four CDIs that Corp Fin issued last week on the "limited disclosure exception" to the obligation of reporting material cybersecurity incidents under Item 1.05 of Form 8-K.
Corp Fin (and the DOJ and FBI) Issue Cybersecurity “Limited Disclosure Exception” Guidance
We got some guidance from Corp Fin, the Department of Justice and the FBI last week related to the SEC's new cybersecurity disclosure rules adopted back in July (this blog covers what those rules require).
Preparing for the 2024 Public Company Reporting Season
Hot off the press! Our popular Client Update regarding the upcoming proxy season.
Think Public and Large Companies Are Entirely Exempt From the Corporate Transparency Act? Think Again.
Here's the intro from this Client Update: "Key portions of the Corporate Transparency Act (CTA) will take effect on January 1, 2024, requiring an estimated 30 million "reporting companies" to disclo