Recently, the new administration issued this executive order mandating that federal agencies identify at least 10 regulations to be repealed if that agency proposes or adopts a new regulation, per Section 3 of the order. Section 5 defines “regulation” broadly to cover rules, regulations, policy statements and guidance. This is similar to the last time President Donald Trump was in office – except back then, …
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Video Archive: “AI Disclosures for Public Companies”
We have posted the video archive for our recent webcast – “AI Disclosures for Public Companies” – featuring Cooley’s Kristen Mathews and Sarah Sellers exploring the evolving role of AI in public companies and related corporate governance and disclosure matters.
BlackRock and Vanguard Update Their Proxy Voting Guidelines
Here’s the intro from this Cooley Alert penned by a bevy of our finest: “On January 31, 2025, Vanguard issued its proxy voting policy for US portfolio companies, following the publication of BlackRock’s proxy voting guidelines for benchmark policies – US securities in December 2024. The updates from these two leading institutional investors introduce new provisions to reflect evolving perspectives on governance, compensation, sustainability and …
Real-Time! How the Proxy Season is Faring So Far
In this 8-minute video, Proxy Analytics’ Steve Pantina lets us know how the proxy season is looking so far, including:
Video Archive: “Writing an Effective MD&A”
We have posted the video archive for the recent webcast – “Writing an Effective MD&A” – featuring Cooley’s Carlos Ramirez and Alaina DeBona taking a look at MD&A requirements, with a focus on practical tips that you can apply as you work through the process of preparing MD&A disclosures.
Corp Fin Starts Redlining CDI Changes!
Sure, it’s important to know that Corp Fin recently issued three new CDIs and updated two existing CDIs regarding Notices of Exempt Solicitations (also known as “PX14A6G” filings). But the big news is that Corp Fin has started the practice of providing redlined versions of CDIs when it modifies them. This is a huge help, as before one had to slug the modified CDI against …
SEC Commissioner Hester Peirce Provides Some Tea Leaves
Normally, I don’t pay too much attention to the speeches that SEC Commissioners deliver because it’s the SEC Chair that wields the real clout. But given where we are with a new SEC Chair to be sworn in over the coming months – and the fact that SEC Commissioner Hester Peirce worked with Paul Atkins when he was last an SEC Commissioner – I found …
Upcoming: Three Whistleblower Webcasts!
Over the next few weeks, we will be holding three webcasts devoted to whistleblowers. Please register for each of these February webcasts individually below:
Video Archive: “Drafting Effective CD&A and HCM Disclosures”
We have posted the video archive for the recent webcast – “Drafting Effective CD&A and HCM Disclosures” – during which Cooley’s Christina Roupas and Ariane Andrade discuss recent trends in CD&A and human capital management (HCM) disclosures, with a focus on practical tips for proxy disclosures.
Nasdaq Board Diversity Rules Officially Gone
As Cooley’s Cydney Posner notes in this blog, the SEC recently issued this order to approve a Nasdaq proposal “operative upon filing” rather than wait the traditional 30 days. The Nasdaq proposal removes the relevant board diversity provisions from its rules to reflect “a Federal court’s vacatur of the Commission’s order of August 6, 2021, approving rules related to Board diversity disclosures.” As we wrote …