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Category: Rules & Regs

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ESG Playbook Offers Proxy-Season Tips

Silhouettes of beach volleyball players at the beach with sun shining

Black Lives Matter. Raging wildfires. A deadly pandemic. A bitter election. The issues dominating American life in 2020 related closely to environmental, social, and governance topics. The same could be said of the 2020 proxy season, during...

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Guiding ocean wave

First Wave of Companies File Under Revised Reg S-K

Guiding ocean wave

One of the big stories in corporate governance in 2020 has been the changes to Regulation S-K. In an effort to reduce the compliance burden and make it easier for investors to wade through corporate filings, the SEC pared down some disclosu...

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COVID-19 Tests Limits of Non-GAAP Reporting

limit barbwire fence

How many times can you write off a one-time cost? How often can a non-recurring expense recur? What is the sound of one hand clapping? These are not riddles posed by a Zen master. (Okay fine, except the third one.) Instead, they are account...

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Momentum Newton's Cradle

SEC Rule May Generate Public Perception Concerns Around Stakeholder Proposals

Momentum Newton's Cradle

Sometimes great ideas take a while to catch on. The legendary sitcom Seinfeld took five seasons just to crack the top 20 shows in the Neilson ratings. Shareholder proposals are far less funny, but they too can take years to gain momentum. T...

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SEC Wants Quality, Not Quantity, in Risk Factor Disclosure

Large quantity of fake handbags demonstrating disclosure effectiveness

Here’s all you really need to know about this blog post: In a new rule change, the SEC will require public companies to disclose only those risk factors that qualify as “material,” and also make the presentation of risk factors in disclosur...

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