Category: Securities
SEC launches rulemaking database
by Cydney Posner The SEC has launched a new database, a Rulemaking Index, which collects on a single site information on rulemaking activity since 2008. The information is grouped together by file number, so that you can see the proposals, final rules and other actions related to a particular rulemaking […]
Trinity Wall Street files cert petition: will SCOTUS delve into the “ordinary business operations” exclusion for shareholder proposals?
by Cydney Posner You might recall Trinity Wall Street v. Wal-Mart Stores Inc, a case involving a shareholder proposal requesting that Wal-Mart’s board of directors develop a policy regarding the sale of high-capacity firearms, such as the AR-15 assault rifle, and other dangerous products. Wal-Mart sought to exclude Trinity’s proposal from […]
Big companies voluntarily enhance audit committee disclosures
by Cydney Posner While the SEC and PCAOB ponder what to do with auditor and audit committee reports, an increasing number of large companies have begun to include more audit committee disclosures on a voluntary basis, according to an analysis by the EY Center for Board Matters. The study looked at […]
Academic study shows insiders beat the market in the “8-K trading gap”
by Cydney Posner A new study, reported in the WSJ, showed that corporate insiders consistently beat the market in their companies’ shares in the four days preceding 8-K filings, the period that the researchers called the “8-K trading gap.” The study also showed that, when insiders engage in open market purchases […]
Second Circuit defers to SEC interpretation of “whistleblower” for purposes of retaliation suit under Dodd-Frank
by Cydney Posner In Berman v. Neo@Ogilvy LLC, a three-judge panel of the Second Circuit reversed and remanded a decision of the SDNY, which had dismissed a claim for retaliation by a former employee on the basis that Dodd-Frank’s whistleblower protections apply only to employees discharged for reporting violations to […]
SEC receives a response to its invitation for comment on NYSE proposal
by Cydney Posner As discussed in this PubCo post, in early August, the SEC issued an Order instituting proceedings to determine whether to disapprove a proposal from the NYSE to amend Sections 312.03(b) and 312.04 (shareholder approval) of the NYSE Listed Company Manual. The proposal would exempt from the NYSE’s shareholder approval […]
NYSE proposes amendment related to material news and trading halts
by Cydney Posner The NYSE has filed with the SEC a proposal to amend Section 202.06 of the NYSE Listed Company Manual related to material news and trading halts. The proposal would make the following changes: expand the pre-market hours during which listed companies are required to notify the NYSE […]
Senate Dems ask SEC Chair to act on petition for political spending disclosure
by Cydney Posner With election season upon us — after all, the election is only, well, a year and two months away – it’s time to renew the controversy over political spending disclosure. As you may recall, in 2011, a rulemaking petition was filed with the SEC by a committee of […]
District Court compels SEC to provide “expedited schedule” for issuing Dodd-Frank resource extraction rule — will other rule proponents follow suit?
by Cydney Posner A U.S. District Court has handed a victory to Oxfam America in its efforts to compel the SEC to complete rulemaking on the Dodd-Frank mandate regarding resource extraction disclosures (Section 1504). Unless appealed, the decision almost puts the SEC in the vicinity of where it was in […]
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