One of the first panels for the Society of Corporate Governance’s annual conference being held right now was a cybersecurity one and Debevoise’s Avi Gesser gave us a memorable line – in a tongue-in-cheek moment – when he noted that…
You want to keep after your disclosure process. You need to be mindful when you’re in the midst of it – panicking to meet the next deadline in your Time & Responsibility Schedule – that there might be small things…
As part of our blog series based on this great panel of in-house practitioners – featuring Healthpeak Properties’ Carol Samaan, Lumen Technologies’ Michael Rouvina and Cognizant’s Aya Kiy-Morrocco – here’s a blog that addresses the question of: “Any other disclosure…
As part of our blog series based on this great panel of in-house practitioners – featuring Healthpeak Properties’ Carol Samaan, Lumen Technologies’ Michael Rouvina and Cognizant’s Aya Kiy-Morrocco – here’s a blog that addresses the question of: “When you are…
One of the biggest challenges when crafting disclosure is identifying business trends that might belong in the next Form 10-Q and 10-K. This often falls to the disclosure lawyer as accountants sometimes are – understandably – too close to the…
As part of our blog series based on this great panel of in-house practitioners – featuring Healthpeak Properties’ Carol Samaan, Lumen Technologies’ Michael Rouvina and Cognizant’s Aya Kiy-Morrocco – here’s a blog that addresses the question of: “How much do…
We have heard that investors love it when a company provides a “red line” (marked up) version of their bylaws showing exactly what has changed compared to the previous version. Item 601 of Regulation S-K doesn’t require companies to file…
As part of our blog series based on this great panel of in-house practitioners – featuring Healthpeak Properties’ Carol Samaan, Lumen Technologies’ Michael Rouvina and Cognizant’s Aya Kiy-Morrocco – here’s a blog that addresses the question of: “When updating a…
As part of our blog series based on this great panel of in-house practitioners – featuring Healthpeak Properties’ Carol Samaan, Lumen Technologies’ Michael Rouvina and Cognizant’s Aya Kiy-Morrocco – here’s a blog that addresses the question of: “When you do…
This was such a great panel of in-house practitioners – featuring Healthpeak Properties’ Carol Samaan, Lumen Technologies’ Michael Rouvina and Cognizant’s Aya Kiy-Morrocco – that I’ve decided to highlight their commentary in a series of blogs. This particular blog addresses…
This is pretty wild stuff about leveraging universal proxy as reported in this note by Michael Levin of “The Activist Investor”: “Last week, HCC hosted its annual shareholders meeting, and we saw how this interesting and promising idea worked out…
So we now have the SEC’s final climate disclosure rule – as well as the first three lawsuits filed challenging the SEC’s rulemaking – and already a lot of ink has been spilled. Here are some of the top resources…
In honor of the SEC (likely) adopting a final climate disclosure rule today, let’s talk about ESG reports. Compared to even the recent past, many companies find they have more resources than ever before when they tackle drafting the proxy.…
Here’s the intro from this note by Tim Mohin based on information reported in this article: “There is new hope that the US Securities and Exchange Commission (SEC) will issue its long-awaited climate disclosure rule soon. A draft of the…
Before you press that “print” button, take time for a “gut check” review. Someone who has been with the company for a while, and who is in the room when the board meets, should read the proxy from end to…
