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Latham & Watkins LLP

Is the SEC Clawback Rule Unlawful?

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Nasdaq and NYSE-listed companies must have a compensation recovery policy that complies with the Securities and Exchange Commission’s clawback rule. The rule requires the clawback of executive compensation after an accounting...more

Cooley LLP

The Coming SEC-PCAOB Merger? Arguments Against Abolishing the PCAOB

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The House Financial Services Committee voted to include a provision in the 2025 budget reconciliation bill that would abolish the PCAOB. The proposal would reassign PCAOB functions to the SEC....more

Proskauer - Regulatory & Compliance

Tough Timetable Pushed Through To Update CSRD’s Reporting Standards

On 25 April 2025, the sustainability reporting board (“SRB”) of the European Financial Reporting Advisory Group (“EFRAG”), agreed the internal timeline for delivering advice to the European Commission on the simplification of...more

White & Case LLP

FTSE 350: Snapshot of AGM Key Trends - April 2025 Update

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We have gathered and examined data from AGM Notices published by FTSE 350 companies until April 2025. We have set out the approach companies have taken on a number of key aspects of their meetings, including the venues of...more

KPMG Board Leadership Center (BLC)

Directors Quarterly: April 2025

With the post-election landscape still unfolding, navigating the policy and regulatory shifts underway—and assessing the potential upsides and downsides—requires boards and business leaders to be more agile, engaged, and...more

Wilson Sonsini Goodrich & Rosati

Corp Fin Issues New CDIs on Clawback-Related Disclosure

On April 11, 2025, the U.S. Securities and Exchange Commission’s Division of Corporation Finance (Corp Fin) issued six new Compliance and Disclosure Interpretations (CDIs) relating to the two clawback-related check boxes on...more

Ankura

Beyond Numbers: The CFO's Path to Transformative Leadership

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In today's rapidly evolving business landscape, the role of the Chief Financial Officer (CFO) extends far beyond traditional financial stewardship. As organizations strive to navigate uncertainties, seize opportunities, and...more

BCLP

How Should Companies Update Risk Factors and MD&A During a Global Trade War?

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As companies prepare to file Form 10-Qs, they should give special attention to risk factors in light of recently announced global tariffs. The situation is particularly challenging due to the fluid environment, including the...more

KPMG Board Leadership Center (BLC)

Audit Committee Financial Reporting and Controls Strengthening the CFO–Audit Committee Relationship

In our discussions with audit committee members and CFOs about the keys to maintaining a strong working relationship, including what they need and can learn from each other to be most effective in their roles, the KPMG Board...more

Robins Kaplan LLP

Show Me the Books! Navigating Minority Shareholder Access to Corporate Information

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A common adage tells us that in the absence of information, people tell themselves a story. In the corporate version, add in frayed business relations, and the plotline quickly thickens with suspicion and distrust. Minority...more

Cornerstone Research

SEC Accounting and Auditing Enforcement Activity Plummeted in Final Year of Gensler Administration

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The U.S. Securities and Exchange Commission (SEC) drastically reduced its accounting and auditing enforcement activity in fiscal year 2024, the final year of Gary Gensler’s administration, ending two consecutive years of...more

BCLP

SEC Filing Reminder: Confirm Data Tagging in Your 10-K

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Although not new, eligibility to use Forms S-3 and S-8 and Rule 144 depend on compliance with SEC electronic filing rules. ...more

BCLP

UK Corporate Briefing - February 2025

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Welcome to the Corporate Briefing, where we review the latest developments in UK corporate law that you need to know about....more

BCLP

Don’t Forget Accounting Rules When Accelerating Vesting of Stock-Based Awards

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Last month, the SEC settled charges against Celsius Holdings, Inc. for allegedly improper accounting when it modified equity compensation awards for six departing employees and retiring directors. The errors caused allegedly...more

Latham & Watkins LLP

Key Topics for the 2025 UK AGM Season - January 2025

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This publication provides an overview of the top trending issues as we approach this year’s AGM and reporting season. We highlight key legal and regulatory developments impacting AGM and annual reporting practices....more

Smith Anderson

Preparing for the 2025 Annual Report and Proxy Season

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This Client Alert provides an overview of new developments and highlights key considerations for calendar year-end public companies preparing their Annual Reports on Form 10-K for 2024 and proxy statements for annual meetings...more

Cooley LLP

SEC charges Celsius Holdings with improper accounting for stock awards and disclosure control failures

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In this settled action—part of a slew of SEC Enforcement cases reported out in the last days before the change in Administration—the SEC alleged that Celsius Holdings, Inc. engaged in improper accounting for stock-based...more

White & Case LLP

Key Considerations for the 2025 Annual Reporting Season: Your Upcoming Form 20-F and other FPI-Specific Considerations

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With the inauguration of US President Trump on January 20, 2025, public companies await the impact of the new administration on the US Securities and Exchange Commission ("SEC"). President Trump's pick for the next SEC Chair,...more

KPMG Board Leadership Center (BLC)

Directors Quarterly: January 2025

The latest edition of Directors Quarterly features a summary of board and committee agenda priorities for 2025, financial reporting and auditing updates, post-election observations from around the world, and more. Read the...more

BCLP

UK Corporate Briefing - January 2025

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Welcome to the Corporate Briefing, where we review the latest developments in UK corporate law that you need to know about. In this month’s issue we discuss...more

Latham & Watkins LLP

Financial Statement Requirements in US Securities Offerings: What Non-US Issuers Need to Know - 2025 Edition

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The most frequently asked question at all-hands meetings for a securities offering is “What financial statements will be needed?” The question seems simple enough. But the answer is rarely straightforward. This User’s...more

BCLP

SEC Doesn’t Like Secret Hush Money Deals Either: Former Head of WWE Settles Charges for Not Disclosing Confidential Settlements...

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On January 10, 2025, the SEC announced settled charges against Vince McMahon, former Executive Chair and CEO of World Wrestling Entertainment Inc., for signing two settlement agreements without disclosure to the board, anyone...more

Cooley LLP

McMahon takes a bump

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On Friday, the SEC announced settled charges against Vince McMahon, founder, controlling shareholder and former Executive Chair and CEO of World Wrestling Entertainment, for “knowingly circumventing WWE’s internal accounting...more

KPMG Board Leadership Center (BLC)

On the 2025 audit committee agenda

Drawing on insights from our interactions with audit committees and business leaders, the KPMG Board Leadership Center highlights nine issues for the audit committee to consider for the year ahead....more

White & Case LLP

Key Considerations for the 2025 Annual Reporting and Proxy Season: Your Upcoming Form 10-K

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Each year in our Annual Memo, White & Case's Public Company Advisory Group provides practical insights on preparing Annual Reports on Form 10-Ks, Annual Meeting Proxy Statements and, for FPIs, the Annual Report on Form 20-F....more

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