5/20/2025 7:10:23 PM Takeaways from the 11th Annual Spring Forum on M&A and the Boardroom By Ethan Klingsberg Thank you to the in-person attendees who packed the “sold-out” venue and the hundreds who joined virtually at the 11th Annual Spring...
5/20/2025 5:48:08 PM New York Limits Derivative Suits against Non-U.S. Companies By Boris Feldman Meredith Kotler Nicholas Caselli Stockholders of non-U.S. companies often must satisfy pre-suit requirements before filing a derivative action. New York law does not...
5/15/2025 4:33:54 PM Navigating the Post-SB 21 World of Conflict Transactions: Court of Chancery Reminds Us of Availability of Dismissal on the Pleadings Even When Entire Fairness Applies By Ethan Klingsberg Meredith Kotler Victor Ma Delaware’s entire fairness doctrine – response to which in part drove the SB 21 amendments to Delaware corporate law enacted on March 25,...
3/11/2025 2:36:47 PM SEC Expands Confidential Review Opportunities By Pamela Marcogliese Jeremy Barr Collette Moura On March 3, 2025, the Securities and Exchange Commission (SEC) adopted enhanced accommodations for filing registration statements. These...
1/17/2025 6:16:50 PM Clarifications to Recent Developments on Section 162(m) By Lori Goodman Jordan Salzman Sonia Bennett Introduction On January 14, 2025, the Internal Revenue Service (“IRS”) and the U.S. Treasury Department (the “Treasury Department”)...
12/17/2024 5:37:04 PM Another Blow to ESG Mandates: Fifth Circuit Appeals Court Vacates Nasdaq Diversity Rules By Pamela Marcogliese Calise Cheng Shira Oyserman Yunah Ko William Gu +2 more... Show less On December 11, 2024, the United States Court of Appeals for the Fifth Circuit (“Fifth Circuit”), in an en banc rehearing of Alliance for...
10/18/2024 6:42:46 PM SEC Enforcement Action Provides Reminder to Public Companies: Be Careful What You Disclose on Social Media By Pamela Marcogliese Jeremy Barr Katherine Kim Yunah Ko Ginger Hervey +2 more... Show less A recent enforcement action brought by the Securities and Exchange Commission (“SEC”) offers an important reminder for public companies,...
10/10/2024 4:44:34 PM California’s Climate Rules Move Ahead, with Minor Amendments By Pamela Marcogliese Sam Houshower Ginger Hervey On September 27, California Governor Gavin Newsom signed minor amendments (SB 219) to California’s landmark 2023 Climate Accountability...
9/26/2024 3:02:19 PM SEC Approves New Quality Control Standard for Public Company Accounting Firms By Pamela Marcogliese Jeremy Barr Ariana Negron On September 9, 2024 the SEC adopted Public Company Accounting Oversight Board (PCAOB) rules that establish new quality control...
6/27/2024 3:49:47 PM Trends and Updates from the 2024 Proxy Season By Pamela Marcogliese Elizabeth Bieber Brandon Gantus Beth George David Livshiz Christine Lyon Shira Oyserman Yunah Ko Ariana Negron Zhanqi Xu Ornia Abdouljalil Sumner Fields Jennifer King Young Park Bonnie Jordan +12 more... Show less The Freshfields’ team reviewed trends and developments for the 2024 proxy season, summarizing the key takeaways and guidance across the...
5/17/2024 1:38:22 PM Third Time’s the Charm? FDIC, OCC, and FHFA Re-Propose Incentive-Based Compensation Rule By Nicole Foster Lori Goodman Alison Hashmall David Sewell Jordan Salzman Nariné Atamian Daniel Klingenbrunn +4 more... Show less On May 6, 2024, the Federal Deposit Insurance Corporation (FDIC), Office of the Comptroller of the Currency (OCC), and Federal Housing...
4/8/2024 6:33:44 PM Comparison of SEC Final Rules on Climate-Related Disclosures against Other Climate-Related Disclosure Regimes By Elizabeth Bieber Juliane Hilf Vanessa Jakovich Teresa Ko Pamela Marcogliese Sascha Arnold Sam Houshower Marlen Vesper-Gräske Charlotte Aspin Ian Good Heather Kellam Zo Khalid Prince Kudolo Jordan Phelan +11 more... Show less On March 6, 2024, the Securities and Exchange Commission (the “SEC”) finalized its long-awaited climate-related disclosures rules (the...