News & Analysis as of

Corporate Governance Proposed Rules

Walkers

The Central Bank proposes changes to the Fitness and Probity Regime

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Revised Guidance on F&P Standards: The Central Bank proposes consolidated and enhanced guidance, including details around objective measures for PCF roles, conflicts of interest, suitability within boards, and a 10-year...more

A&O Shearman

PRA consults on updated supervisory expectations to manage climate-related risks

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The Prudential Regulation Authority (PRA) has issued a consultation paper (CP10/25) and draft updates to the supervisory statement 3/19. The consultation aims to enhance supervisory expectations on the management of...more

Paul Hastings LLP

UK Equity Capital Markets Insights — May 2025

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In this edition of UK Equity Capital Markets Insights, we report on proposals to refresh the rules for companies on AIM following the introduction last year of new Listing Rules for Main Market companies; an update from the...more

K&L Gates LLP

Central Bank Fitness and Probity Consultation and Updates – April 2025

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Following the 2024 independent review by Mr Andrea Enria (former Chair of the European Central Bank Supervisory Board) of the Central Bank of Ireland’s Fitness and Probity (F&P) assessment process, the Central Bank has...more

Stark & Stark

Update on Status of Pending Board Member Training Legislation

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In 2024, New Jersey Assemblywoman Annette Quijano introduced legislation (Bill A2449), which, if passed, would require community association board members to undergo board member training. While the bill is gaining traction...more

A&O Shearman

UK bankers' remuneration reform: proposed relaxation of deferral and retention rules in focus

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PRA and FCA proposals to simplify bankers’ remuneration rules would relax certain key restrictions on bankers’ variable pay, giving banks more flexibility in remuneration design and improving their recruitment potential....more

Maynard Nexsen

Public Company Advisory: Q1 2025 SEC Snapshots

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The members of Maynard Nexsen’s Public Company Advisory Practice counsel public companies and companies aiming to become public on the full range of matters shaping their governance and operation in the public markets. As a...more

Proskauer - Regulatory & Compliance

Have your say on CSRD: EFRAG Launches Public Call for Input on Revisions to ESRS

The European Financial Reporting Advisory Group (EFRAG) has launched a public call for input (Call for Input) on 9 April 2025, seeking feedback from stakeholders and, in particular, from the first wave of preparers who...more

Troutman Pepper Locke

New Texas Stock Exchange Aims at Nasdaq and NYSE

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On April 4, the Texas Stock Exchange's (TXSE) Form 1 application for registration as a national securities exchange was publicly released by the U.S. Securities and Exchange Commission (SEC). The application contains a wealth...more

Ropes & Gray LLP

EFRAG Launches Public Consultation on European Sustainability Reporting Standards Revisions

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In connection with the Corporate Sustainability Reporting Directive Omnibus proposals, the European Commission indicated it will trim and make other changes to the European Sustainability Reporting Standards requirements. The...more

K&L Gates LLP

United States: House Committee on Financial Services Urges the SEC to Withdraw Final and Proposed Rules

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On 31 March 2025, the House Committee on Financial Services (Committee), in a letter to Acting Chairman of the US Securities and Exchange Commission (SEC), Mark Uyeda, identified a series of proposed and adopted rules that...more

Jones Day

FCA Confirms It Will Not Be Creating New Rules On Sustainability-related Governance, Incentives, And Competence

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In early 2023, the FCA released a discussion paper seeking to encourage industry-wide dialogue on financial services firms’ sustainability-related governance, incentives, and competence. This was part of the FCA's broad...more

Keating Muething & Klekamp PLL

Pay vs. Performance and Cybersecurity Disclosure Rules: Will the SEC Retract Rulemaking?

On March 31, 2025, members of the U.S. House of Representatives Committee on Financial Services sent a letter to Mark Uyeda, Acting Chairman of the U.S. Securities and Exchange Commission. Seeking to “undo the damage from...more

Cadwalader, Wickersham & Taft LLP

Amid Chaos, Regulatory Change Continues Apace, March 2025 - Change Has Arrived

We have written in prior Cabinet News & Views articles that, since the November elections, the U.S. federal banking regulators have been signaling significant changes in approach. This week, the FDIC kicked off the changes by...more

Cooley LLP

FDIC Withdraws Four Biden-Era Proposed Rules

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On March 3, 2025, the Federal Deposit Insurance Corporation (FDIC) announced the withdrawal of three proposed rules intended to reshape oversight and regulatory obligations related to brokered deposits, corporate governance...more

Davis Wright Tremaine LLP

New Administration Outlook: FDIC Moves To Rescind Key, Controversial Proposals

The FDIC has signaled the reversal of key, controversial proposals from 2024. In doing so, it has provided welcome clarity on important areas that implicate banks of various sizes and charter types, allowing banks to focus on...more

McGuireWoods LLP

Treasury Department Declares Intent to Limit CTA to Foreign Reporting Companies

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After the Financial Crimes Enforcement Network (FinCEN) stated that it would hold off on taking enforcement actions against Reporting Companies for failure to comply with the March 21, 2025, deadline under the Corporate...more

Conyers

Proposed Enhancements to Bermuda's Group Supervision Framework

Conyers on

On 4 December 2024, the Bermuda Monetary Authority (BMA) issued its consultation paper entitled “Proposed Enhancements to the Insurance Group Supervision Framework,” outlining regulatory updates to strengthen the BMA’s...more

Pillsbury Winthrop Shaw Pittman LLP

IRS Proposes New Rules to Implement the Expanded $1 Million Limit on Deductible Pay for Publicly Held Corporations

New proposed regulations under Section 162(m) of the Internal Revenue Code would further limit deductibility of executive compensation paid by a publicly held corporation....more

Foley Hoag LLP - Public Companies & the Law

SEC approves Nasdaq’s proposal to remove board diversity rules to align with 5th Circuit’s mandate

As we previously posted, the U.S. Court of Appeals for the Fifth Circuit vacated the SEC’s approval of Nasdaq’s board diversity disclosure rules last month, after which Nasdaq indicated that it did not intend to seek further...more

Fenwick & West LLP

Nasdaq Proposes Eliminating Board Diversity Disclosure Rule

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Last week, Nasdaq filed a proposed rules change with the Securities and Exchange Commission to remove the board diversity rule from Nasdaq's Listing Rules....more

Seyfarth Shaw LLP

How Now, High Five? IRS Issues Proposed Regulations for the Expanded Definition of “Covered Employee” Under Section 162(m) that...

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On January 16, 2025, the IRS issued proposed regulations under Section 162(m) of the Internal Revenue Code of 1986 (the “Code”), which limit the amount of compensation a publicly held corporation may deduct for wages paid to...more

Skadden, Arps, Slate, Meagher & Flom LLP

IRS Announces Proposed 162(m) Regulations Defining the Scope of Expanded Covered Employees

On January 16, 2025, the IRS and the Department of the Treasury published proposed regulations relating to Section 162(m) of the Internal Revenue Code. The proposed regulations provide guidance on, and implement, the...more

ArentFox Schiff

Nasdaq Rule Change Lengthens Reverse Stock Split Notice Period

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Last November, Nasdaq proposed a rule change that would lengthen the notification period for companies conducting reverse stock splits from five business days to 10 calendar days. The rule change became effective immediately...more

Davis Wright Tremaine LLP

5th Circuit Again Adopts Restrictive View of Exchange Act Purposes and SEC Regulatory Power

On December 11, 2024, the 5th Circuit issued another important opinion (for the third time this year) requiring that an administrative agency's rules fit squarely within the statutory scheme that empowers the agency to act....more

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