On July 24, 2025, Institutional Shareholder Services (ISS) announced the launch of its Annual Global Benchmark Policy Survey. In its announcement, ISS notes: This year’s survey begins with core governance topics, including shareholder rights in relation to multi-class capital structures, considerations with regard to shareholder proposals, and board governance, with…
On March 6, 2024, the Securities and Exchange Commission (the SEC or Commission) adopted final rules requiring expansive new climate-related disclosures in Form 10-K and Form 20-F annual reports and most registration statements (the Rules). The disclosure requirements quickly became the subject of litigation challenging their validity; federal lawsuits were…
On July 21, 2025, the SEC announced that it has designated George R. Botic to serve as Acting Chair of the Public Company Accounting Oversight Board, effective July 23, 2025. The PCAOB announced last week that Chair Erica Williams will depart the Board on July 22. The SEC’s announcement notes…
On July 16, 2025, the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”) announced the withdrawal of its draft Corporate Governance Framework (“CGF”). The announcement notes that “[t]he draft CGF has been withdrawn from public comment as COSO takes time to evaluate the extensive feedback received to date and…
The staff of the SEC’s Division of Corporation Finance periodically publish informal staff interpretations to the public via the Financial Reporting Manual (FRM). On July 2, 2025, the staff announced that it had published an updated version of the FRM effective June 30, 2025. The updated version of the FRM…
On June 30, 2025, the SEC staff struck the right balance with its no-action letter granting relief to BirchBioMed, Inc. from the requirement to file an annual report on Form 1-K under Regulation A. Notwithstanding that BirchBioMed, Inc. did not qualify for suspension under Rule 257(d) of Regulation A, the…
On June 21, 2025, the Governor of Texas signed Texas Senate Bill 2337 (“S.B. 2337”), Relating to the regulation of the provision of proxy advisory services, into law. S.B. 2337 imposes additional requirements on proxy advisors that provide proxy advisory services with respect to certain proposals made by companies that…
Today, the SEC issued a concept release to solicit public comment on the definition of foreign private issuer (“FPI”). It has been many years since the SEC last considered what it means to qualify as a FPI. While it is too early to predict how the SEC might ultimately revise…
On May 16, 2025, the SEC announced that it will hold a roundtable on June 26, 2025 to discuss the SEC’s executive compensation disclosure requirements. The roundtable will be open to the public at the SEC’s headquarters and through a live stream available on www.sec.gov. The SEC encourages members of…
As the Trump Administration approaches 100 days in office, we explore the key policy shifts and regulatory changes affecting business and markets across industries in our New Directions Audio Series. For public companies and companies seeking to raise capital, we discuss the SEC’s latest initiatives on capital raising, and we also…