In this MB Microtalk video, Mayer Brown’s Ryan Liebl provides an overview of the new requirements for clawback policies for public companies, which require such companies to recoup excess incentive-based compensation awarded or paid to current and former executive officers in the event of a restatement of a company’s financial statements.

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In October 2022, the SEC adopted Rule 10D-1, directing national securities exchanges to establish listing standards that prohibit the listing of any security of a company that does not adopt and implement a written policy requiring the recovery, or “clawback,” of certain erroneously paid incentive-based executive compensation. In this Legal Update, we discuss the application

The Securities and Exchange Commission announced an open meeting to be held on July 26, 2023.  The agenda includes consideration of the final amendments to the rules relating to enhanced and standardized disclosures regarding cybersecurity for public companies.  The amendments were proposed in March 2022 (see our alert on the proposed rules) and were the

On July 17, 2023, the US Securities and Exchange Commission’s Division of Corporation Finance (“Division”) released another Sample Letter (“Letter”) that outlines the disclosures that the Staff is focused on in relation to companies based or having the majority of their operations in the People’s Republic of China (“China-based Companies”).  Our discussion on the Division’s

On 11 July 2023, the European Securities and Markets Authority (ESMA) published a public statement on sustainability disclosure in prospectuses.

The statement is addressed to the National Competent Authorities (NCAs) to promote coordinated action regarding sustainability-related disclosure included in prospectuses under current legislation. While the statement is addressed to NCAs, ESMA have said that its

Today, Mayer Brown’s Larry Cunningham provided testimony to the House Financial Services Committee on shareholder proposals and related issues.

Read an excerpt below:

For decades, the SEC’s shareholder proposal rule (“Rule 14a-8” under the Securities Exchange Act of 1934) has been used to channel shareholder proposals to align with state corporation laws that vest corporate

The risk of an accusation of “greenwashing” is now an important concern for many companies. Greenwashing is an ill-defined concept but, nevertheless, is increasingly a source of litigation and regulatory scrutiny – with more of both expected. It carries with it reputational, regulatory and litigation risks for which companies should be prepared. Whilst the risks