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.

Upcoming Webcast: “Proxy Season Roundtable – What You Need to Know Now”
On the heels of our popular "Top 15 Proxy Disclosure Areas to Focus on This Season" webcast (archive now available), we have scheduled a companion webcast – "Proxy

Video Archive: “Top 15 Proxy Disclosure Areas to Focus on This Season”
Here's the video archive for the webcast from last week—"Top 15 Proxy Disclosure Areas to Focus on This Season"—featuring Per

SEC Adopts Form N-PX Changes: 4 Things to Know
Last week, the SEC adopted changes to Form N-PX in an effort to make the proxy voting by mutual funds, exchange-traded funds, and other registered funds more transparent. The new rules become effective for votes occurring on or after July 1, 2023—so they won't be reflected in N-PX filings until 2024.

The SEC Will Likely Adopt Climate Disclosure Rules in 2023, Not 2022
Back in May, I penned a blog in which I handicapped a number of items related to the SEC's upcoming climate disclosure rules. One of those items concerned timing for final rules.

Form 144 Must Be Filed Electronically: Now What?
The SEC recently published the updated version of its EDGAR Filer Manual that includes updates related to filing Forms 144 electronically on EDGAR, as required by the SEC's final rules adopted back in June.

The SEC Adopts Clawback Rules: 5 Things to Know
Yesterday, the SEC adopted the clawback rules that have had quite a long journey, as noted in our blog a few days ago.

Next Week's Webcast: “Top 15 Proxy Disclosure Areas to Focus on This Season”
We have partnered with DFin to bring you a complimentary webcast—"Top 15 Proxy Disclosure Areas To Focus on This Season"—to be held next week, on Thursday, November 3rd, from 1:00 – 2:00 p.m. ET.

Tomorrow's Webcast: "Integrating New DOJ Guidance into Compliance Operations"
Tune in tomorrow for a complimentary webcast - "Integrating New DOJ Guidance into Compliance Operations" - featuring Gina LaMonica, Jamie Schafer, April Goff, Margaret

The SEC Will Consider Adopting Clawback Rules on Wednesday
The SEC has calendared an open Commission meeting for Wednesday - October 26th - during which it's likely that the SEC will adopt final clawback rules.

In-House Corner: Shareholder Proposals – Part 4

Board & Committee Meeting Minutes Best Practices: During the Meeting
Continuing my three-part series of blogs about board and committee meeting minutes practices (see Part 1 about what to do before the meeting), here are some practices to consider in your minute-taking routine during the board or committee meeti

Upcoming Webcast: “Top 15 Proxy Disclosure Areas to Focus on This Season”
We have partnered with DFin to bring you a complimentary webcast—"Top 15 Proxy Disclosure Areas To Focus on This Season"—to be held on Thursday, November 3rd, from 1:00 – 2:00 p.m. ET.

Board Duties: “No Speeding!”
Here's a tip from the sixth edition of our popular publication The Public Company Handbook, which is an easy-to-read guide that provides practical insights regarding legal and other board management issues facing public—or soon-to-be-public—companies.

In-House Corner: Setting the Corporate Secretary’s Budget
This feature of our blog is where our in-house readers share tips, anecdotes and thoughts about things that come up in their daily practice.

Will Private Ordering Become the Norm? And How?
Recently, I blogged about a Supreme Court case - West Virginia v. EPA - that may have implications for the SEC's rulemaking authority going forward.