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Delaware Enacts Sweeping Changes for Conflict Transactions and Books and Records Demands

Last week, as noted in this detailed blog by Cooley’s Cydney Posner, the sweeping – and somewhat controversial – changes to the Delaware General Corporation Law were signed into law. Now, the new “safe harbor” provisions designed to cleanse conflict transactions involving directors, officers and controlling stockholders are effective, as well as the amendments that significantly narrow the categories of information subject to a books …

EDGAR Next: The Need to File a Revised Form ID When Onboarding Brand New Insiders

Here’s an important point made by Cooley’s Luci Altman during this 29-minute video we recently blogged about: “If you are onboarding a new director or officer in the near term who has never had EDGAR codes or if you know your company will need to file a Form D for the first time, make sure you understand the changes to Form ID and adjust your …

Corp Fin Issues New Guidance Further Accommodating Nonpublic Draft Registration Statements

A few days ago, Corp Fin issued this guidance expanding the accommodations available for nonpublic review of draft registration statements to all issuers, building on the 2017 expansion of nonpublic reviews initiated by the JOBS Act for emerging growth companies.  This guidance reflects updates tied to the SEC’s 2024 SPAC rules, ensuring alignment with evolving market practices and it maintains existing EGC benefits while broadening …