Searching Content indexed under Corporate Governance by Reed Smith ordered by Published Date Descending.
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Chicago Contract Workshop for Advertiser/Agency Agreements: Incorporating Transparency, Audit Rights and Governance
The ANA will be hosting a contract workshop in Chicago for Advertiser/Agency Agreements on November 16, 2016.
United States
19 Oct 2016
Reed Smith Attorneys To Speak At DRI's November 10th Government Enforcement And Corporate Compliance Seminar
Reed Smith attorneys Jason Casell and Steve Miller will be moderating and presenting respectively on the "Pharmaceutical and Medical Devices Industries Update" panel on November 10, 2016 at DRI's Government Enforcement and Corporate Compliance Seminar.
United States
15 Oct 2016
Delaware Chancery Court Applies Entire Fairness Standard To Consulting Agreement Among Affiliates Of A Controlling Shareholder
In the recent decision of In re EZCORP Inc. Consulting Agreement Derivative Litigation, the Delaware Court of Chancery clarified the standard of review when faced with shareholder challenges...
United States
12 Feb 2016
SEC Proposes Rules For Clawback Of Incentive Compensation
The proposed definition of "incentive-based compensation" includes any compensation that is granted, earned or vested, based wholly or in part upon attaining any financial reporting measure.
United States
13 Jul 2015
SEC Pushes For Enhanced Disclosure Of Pay Versus Performance
The proposed regulations, found in Release No. 34-74835, require a registrant to disclose executive pay and performance information for itself and companies in its peer group, and would not apply to "emerging growth companies".
United States
12 May 2015
Delaware Court Limits Stockholder Ratification Defense For Derivative Claim Challenging Director Compensation
Plaintiff initiated derivative litigation challenging the award of restricted stock units ("RSU") to eight non-employee directors of the Company from 2011–2013.
United States
8 May 2015
OIG Partners With Industry Associations By Issuing Practical Guidance For Health Care Governing Boards On Compliance Oversight
The Guidance updates previous guidance issued by OIG and AHLA, and incorporates insight from the AHIA and HCCA to help assist the internal auditors, compliance officers, and lawyers that report to the Boards.
United States
23 Apr 2015
Whole Foods’ Proposal For Proxy Access Is Sufficient To Exclude Shareholder Proposal
The SEC granted no-action relief in early December to Whole Foods Market, Inc. in response to the Company’s request to exclude a shareholder proposal for proxy access.
United States
16 Dec 2014
Delaware Supreme Court Approves Fee-Shifting Bylaw for Non-Stock Corporations
In its May 8, 2014 decision in ATP Tour, Inc. v. Deutscher Tennis Bund, No. 534, 2013, --- A.3d ----, 2014 WL 1847446 (Del. May 8, 2014), the Delaware Supreme Court may have opened the door to the adoption by Delaware corporations of a bylaw provision that shifts litigation expenses to shareholders when they bring, and lose, intra-corporate litigation claims against the corporation and its directors and officers.
United States
20 May 2014
The SEC Drops Another Shoe: The Ocie Cybersecurity Initiative
On April 14, 2014, the Securities and Exchange Commission’s Office of Compliance Inspections and Examinations ("OCIE") issued a Cybersecurity Initiative Risk Alert ("Risk Alert"), further highlighting the importance being placed on cybersecurity preparedness by the Securities and Exchange Commission ("SEC").
United States
24 Apr 2014
China Auditor Update: After Round One - SEC 1, Auditors 0
In the first blow to land in the long running dispute between U.S. regulators and the accounting firms that certify the financial statements of China-based companies listed on U.S. exchanges ...
United States
25 Jan 2014
Corporate Governance Best Practices - 2012 Proxy Season
As we enter proxy season, the boards of directors of public companies will be considering various corporate governance issues.
United States
7 Mar 2012
ISS Issues Final Policies For 2012
On November 17, 2011, Institutional Shareholder Services Inc. ("ISS") issued its final U.S. Corporate Governance Policy for 2012.
United States
30 Nov 2011
Enterprise Risk Management – Making It Count!
To some, Enterprise Risk Management means protection against a computer crash or terrorist attack.
United States
7 Nov 2011
Why Does Our Legal Function Cost So Much?
This is the sixth in a series of Client Alerts on thorny issues faced by General Counsel and Corporate Secretaries.
United States
1 Jun 2011
Corporate Governance Responses to Proxy Access for Pennsylvania Corporations: Advance Notice and Director Qualification Bylaws
On August 25, 2010, the Securities and Exchange Commission approved rules affording public corporation shareholders a federal right to have their nominees for election as directors included in the corporation's proxy materials.
United States
7 Oct 2010
Corporate Governance Legislation Passes Senate
You should be aware of certain provisions of Sen. Christopher Dodd's (D-Conn.) financial reform bill that passed the Senate Thursday, May 20, 2010. The proposal is considered by many to be the most extensive overhaul of financial-sector regulation since the 1930s.
United States
7 Jun 2010
SEC Amends Notice And Access Proxy Rules
On February 22, 2010, the Securities and Exchange Commission ("SEC") adopted amendments to the procedures that it previously had adopted to promote the use of the Internet as a reliable and cost-efficient means of making proxy materials available to shareholders.
United States
10 Mar 2010
FEC Starts To Make Citizens United A Reality
As we previously noted, the Supreme Court has ushered in a new dawn on corporate political spending in its recent decision in Citizens United v. Federal Election Commission, 558 U.S. ____ 2010.
United States
4 Mar 2010
SEC Issues Interpretive Guidance About Climate Change Disclosures For Public Companies
On February 2, 2010, the Securities and Exchange Commission (the "SEC") issued its previously announced interpretive guidance addressing public company disclosure standards in connection with climate change.
United States
22 Feb 2010
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