The Financial Accounting Standards Board (the “FASB”) recently completed an update to its Conceptual Framework for Financial Reporting (the “Framework”). The Framework is a body of interrelated objectives and fundamentals that provides the FASB with guidance as it sets standards for financial accounting and reporting. The update marks the end of a significant project that began
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2024 Northwestern Garrett Institute
Mayer Brown is a sponsor of this year’s Northwestern Pritzker School of Law’s Ray Garrett Jr. Corporate and Securities Law Institute. Delivering a timely analysis of critical corporate and securities law issues and developments confronting public corporations, the Garrett Institute provides both private practitioners and corporate counsel an opportunity to hear from SEC officials and…
US Regulators Propose Data Standards to Implement the Financial Data Transparency Act
Several federal financial regulators (the “Agencies”) have approved and published an interagency proposal to establish data standards that promote interoperability of financial regulatory data across these agencies (the “Proposal”). The Agencies issued the Proposal as required by the Financial Data Transparency Act of 2022 (FDTA) and have requested comment on their jointly established data standards.…
Governor Newsom Proposes Delay of California Climate Disclosure Laws
On July 15, 2024, Governor Gavin Newsom proposed amendments that would, among other things, delay initial reporting deadlines for two of California’s recently enacted climate-related disclosure laws by two years.
Governor Newsom signed the two bills, Climate Corporate Data Accountability Act (California Senate Bill 253 (SB-253)), relating to greenhouse gas (GHG) emissions disclosures, and the…
The Fifth Circuit Invalidates the SEC’s Rescission of Notice-And-Awareness Provisions
The Latest in the Saga of the SEC’s Regulation of Proxy Advisory Firms
On June 26, 2024, the Fifth Circuit Court of Appeals vacated a significant part of a 2022 Securities and Exchange Commission (SEC) rulemaking, which itself was a reversal of the agency’s 2020 amendments to the rules relating to proxy voting advice produced…
Human Capital, Diversity and Related Disclosure and Reporting Initiatives
Webinar | July 22, 20241:00 p.m. – 2:00 p.m. EDTRegister here.
Disclosures by public companies about their human capital management continue to be a focus of investors, regulators, and other stakeholders. In 2020, the SEC adopted a requirement for registrants to discuss their human capital resources to the extent material to an understanding of…
Nasdaq Launches Annual Global Governance Pulse Survey
Nasdaq’s 2024 Governance Pulse Survey is now live. The Survey gathers insights from board members, CEOs, general counsel, corporate secretaries, and other key leaders on governance practices and board priorities. The data and findings will be published in Nasdaq’s Global Governance Pulse Report this fall and featured and discussed at Nasdaq’s Global Governance Pulse Forum…
The Ambiguities of ESG
In recent public comments, SEC Commissioner Hester Peirce shared her personal concerns regarding the “fuzziness around what ESG means.” The Commissioner noted that often market participants emphasize the importance of ESG; however, they may not articulate their particular areas of focus. She notes that ESG may encompass a broad range of issues, including, but not…
CAQ Report on Financial Statement Restatement Trends
In June 2024, the Center for Audit Control (the “CAQ”) released its report entitled “Financial Restatement Trends in the United States: 2013 – 2022,” announcing the findings from its study examining trends and characteristics of public company restatement events that took place between January 1, 2013 and December 31, 2022. For purposes of…
Developments and Trends in Delaware Officer Exculpation Charter Amendments
In August 2022, the Delaware General Assembly amended the Delaware General Corporation Law to allow corporations to adopt charter provisions exculpating certain officers from personal liability for monetary damages for breaches of the duty of care. Since that time, observers have considered to what extent Delaware public company boards would propose officer exculpation amendments (“OEAs”)…