The EU Corporate Sustainability Reporting Directive (“CSRD“) entered into force on 5 January 2023 and the associated European Sustainability Reporting Standards (“ESRS“) were adopted by the European Commission on 31 July 2023. Together, the CSRD and ESRS create detailed sustainability reporting requirements that will apply to a significant number of EU
SEC Releases C&DIs on Compliance with New Insider Trading Disclosures
On May 25, 2023, the staff of the US Securities and Exchange Commission’s Division of Corporation Finance released three Compliance and Disclosure Interpretations (“C&DIs”) on the recent amendments to Rule 10b5-1 regarding insider trading arrangements and related disclosures. Specifically, C&DIs 120.26 and 120.27 identify the dates by which companies must first include the new disclosures
Mayer Brown Microtalk: Recent Share Repurchase Disclosure Modernization Amendments
In this MB Microtalk video, Mayer Brown’s Laura Richman discusses the SEC’s recent share repurchase disclosure amendments, which require tabular, day-by-day reporting of share buybacks on either a quarterly or semi-annual basis depending on the type of issuer, as well as quantitative and qualitative narrative disclosures.
Visit our MB Microtalk page for more topics
SEC Reopens Comment Period for Proposed Rule Amendments to Modernize Beneficial Ownership Reporting
On April 28, 2023, the Securities and Exchange Commission announced that it was reopening the comment period for the proposed amendments to modernize the rules governing beneficial ownership reporting filed on Schedules 13D and 13G. The Staff of the Commission’s Division of Economic and Risk Analysis (DERA) released a memorandum providing supplemental data and analysis
Upcoming SEC Open Meeting
The Securities and Exchange Commission will host an open meeting on March 22, 2023 at 10 a.m, which will be open to the public via webcast on the SEC website. The Division of Investment Management will present on Enhancing Private Fund Reporting. The Commission will consider whether to adopt amendments to Form PF, the
Maintaining Perspective: Governance and Disclosure Reminders for Public Companies
Companies will be affected in a variety of ways by the receivership of Signature Bank, Silicon Valley Bank or any other similarly situated financial institution. Companies may face difficulty accessing bank facilities or the capital markets or limitations on money market or commercial paper facilities. Resulting liquidity constraints may entail difficult decisions, including prioritizing the
SEC Extends EDGAR Filing Hours for Form 144
The US Securities and Exchange Commission (SEC) requires that Form 144 filings be made electronically via EDGAR, commencing April 13, 2023. Currently, Form 144 may either be mailed to the SEC or submitted electronically via EDGAR. For more information on the electronic filing requirements for Form 144, see our prior blog post.
In connection
EU Corporate Sustainability Reporting Directive – new sustainability disclosure obligations for EU and non-EU companies
On 10 November 2022, the EU Parliament adopted the Corporate Sustainability Reporting Directive (“CSRD”). The EU Council is expected to adopt the CSRD on 28 November 2022, after which it will be published in the Official Journal. The CSRD will then enter into force 20 days after publication and EU member states will have 18
Preparing for the 2023 Proxy and Annual Reporting Season
November 15, 2022 Webinar
2:30 pm – 3:30 pm EST
Register here.
The proxy and annual reporting season may seem a long way off. However, in light of the amount of work and planning that goes into the proxy statement, annual report, and annual meeting of shareholders, this is the ideal time to begin
SEC Open Meeting Announced
The Securities and Exchange Commission (“SEC”) scheduled an open meeting for October 26, 2022 at 10:00 am ET to consider several matters.
The SEC will consider whether to adopt rules to implement Section 10D of the Securities Exchange Act of 1934, which includes “clawback” standards on national securities exchanges, as proposed by the SEC in