Our recent Client Alert discusses the decision on August 20, 2024, by a federal district court in Texas blocking the final rule issued by the Federal Trade Commission that would have prohibited all for-profit employers nationwide from using non-compete agreements with most workers. The final rule was set to take effect on September 4, 2024,
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SEC Announces Increase in Registration Fee Rates Effective October 1, 2024
On August 20, 2024, the U.S. Securities and Exchange Commission (SEC) announced an increase in the fees that public companies and other issuers will be required to pay to register their securities, from $147.60 per million dollars to $153.10 per million dollars. This new fee rate will be effective October 1, 2024, and is applicable…
ISS and Glass Lewis Launch Annual Policy Surveys
On August 1, 2024, ISS Governance (ISS) announced the launch of its Annual Benchmark Policy Survey. The survey results will inform ISS’s policy development for 2025 and beyond. For the U.S. market, the survey solicits views on poison pills and executive compensation. In addition, the survey solicits views on global environmental and social topics…
Officer Exculpation and the Silicon Valley 150: Year Two
Last year, we reviewed proxy statements filed by companies in the Silicon Valley 150[1] (SV150) to see whether they included an officer exculpation proposal[2] in their proxy statements for stockholder meetings held from August 1, 2022, through July 31, 2023 (“Year One”). As reflected in our previous post and Client Alert, during…
Significant Amendments to the Delaware General Corporation Law Are Set to Become Effective
Our recent Client Alert discusses the extensive and important set of amendments to the Delaware General Corporation Law (the DGCL) that will become effective on August 1, 2024. The amendments, which will apply both prospectively and retrospectively, were largely intended to address several recent Delaware Court of Chancery decisions that many practitioners considered inconsistent with…
“Chevron is overruled”: How Loper Bright Will Change the Regulatory Law Landscape
Our recent Client Alert discusses the United States Supreme Court’s long-awaited ruling in Loper Bright Enterprises v. Raimondo (Loper Bright), a decision with far-ranging implications for federal administrative law. The Supreme Court’s six-Justice majority held that the Administrative Procedure Act requires courts interpreting agency regulations to determine independently whether the agencies have acted within their…
SEC Announces Release of Spring 2024 Regulatory Agenda
On July 8, 2024, SEC Chair Gary Gensler announced the release of the SEC’s Spring 2024 Regulatory Agenda (Regulatory Agenda), which outlines the SEC’s planned regulatory actions over the next 12 months. This latest Regulatory Agenda includes a total of 34 rules, with 15 rules at the proposed rulemaking stage and 19 rules at the…
U.S. Supreme Court Holds SEC Cannot Use In-House Proceedings When Seeking Civil Penalties for Securities Fraud
Our new client alert discusses the U.S. Supreme Court’s recent holding in Securities and Exchange Commission v. Jarkesy that the Seventh Amendment to the United States Constitution entitles a defendant to a jury trial when the U.S. Securities and Exchange Commission (SEC) seeks civil penalties for securities fraud. As a result of this holding, the…
Corp Fin Issues CDIs on Cybersecurity Incident Reporting
As part of its continuing efforts to clarify the application of the SEC’s rules regarding the disclosure of material cybersecurity incidents,[1] on June 24, 2024, the Division of Corporation (Corp Fin) issued five new Compliance and Disclosure Interpretations (CDIs). All five of the CDIs focus on the materiality determination required under Item 1.05 of…
Corp Fin Issues Additional Guidance Relating to Cybersecurity Incident Disclosure
As questions and commentary continue to arise with respect to the SEC’s rules on disclosure of material cybersecurity incidents, the SEC staff has sought to provide additional guidance on the application of the final cybersecurity disclosure rules.[1] On June 20, 2024, Erik Gerding, the Director of the SEC’s Division of Corporation Finance, released a…