The staff of the US Securities and Exchange Commission (SEC) rescinded prior Staff Legal Bulletin 14L (SLB 14L) and issued Staff Legal Bulletin 14M (SLB 14M) on February 12, 2025. SLB 14M is intended to clarify the views of the SEC staff (Staff) on the scope and application of Rule

Continue Reading Shareholder proposals – the great reset again!

On February 20, 2025, the Securities and Exchange Commission (SEC) announced the creation of the Cyber and Emerging Technologies Unit (CETU), which will focus on combatting cyber-related misconduct and protecting retail investors from bad actors in the emerging technologies space.

The CETU, which includes approximately 30 fraud specialists and attorneys

Continue Reading SEC announces creation of Cyber and Emerging Technologies Unit

It may now be more difficult to use the exempt solicitation process as a messaging tool. As one of the first acts of the new US Securities and Exchange Commission (SEC) Administration, the staff of the SEC revised certain Compliance and Disclosure Interpretations (C&DIs) related to the use of Notice

Continue Reading Notice of Exempt Solicitations are under scrutiny

On February 11, 2025, Acting US Securities and Exchange Commission (SEC) Chairman and Commissioner Mark Uyeda announced that he has directed the SEC staff to notify the US Court of Appeals for the Eighth Circuit of the changed circumstances surrounding the SEC’s position on the climate disclosure rules. He has

Continue Reading Acting SEC Chair Uyeda will seek pause in climate rules litigation

The US Securities and Exchange Commission (SEC) adopted landmark final rules (Climate Disclosure Rules, or Rules) in March 2024 intended to enhance and standardize climate-related disclosures for publicly listed companies.

The Climate Disclosure Rules required all domestic and foreign publicly traded companies to disclose climate-related risks and mandated certain filers

Continue Reading SEC Climate Disclosure Rules under the Trump Administration

As anticipated, the Trump Administration and the Securities and Exchange Commission (SEC) have rolled out new plans for the regulation of digital assets.

Background

On January 23, 2025,  the Trump Administration issued an Executive Order to promote US leadership in digital assets and financial technology and to support the growth

Continue Reading The Trump Administration and SEC announce new actions on crypto

As the 2025 proxy season approaches, it is important that public companies be aware of the changes to the proxy voting guidelines of Institutional Shareholder Services (ISS) and Glass Lewis. Late in the fourth quarter of 2024, both proxy advisory firms announced changes to their guidelines that will go into

Continue Reading Proxy advisors issue voting guidelines for 2025

In January 2025, BlackRock issued its latest proxy voting guidelines which are in effect for the 2025 proxy season. BlackRock is one of the largest shareholders of many US companies. Accordingly, companies are encouraged to understand the organization’s approach to voting and engagement on key corporate governance matters as detailed

Continue Reading BlackRock releases its 2025 voting guidelines  

For a highly accomplished executive, an invitation to join a public company’s board of directors may seem like a career milestone. However, first-time directors may be surprised to learn about the level of scrutiny they will likely face, much of which is unavoidable and may not be immediately apparent.  Knowing

Continue Reading Top 10 considerations before joining a public company board