References to Rule 14a-11 are beginning to show up in public filings. Set forth below are some examples. The examples show the multitude of ways in which Rule 14a-11 will impact corporate legal practice. Disclosures in Proxy Statements Dynegy includes the following 14a-11 disclosure in its preliminary proxy statement: “Under... Read More
In an effort to keep implementation of the Dodd-Frank Act transparent, the CFTC has begun publishing a list of all meetings with outside organizations regarding implementation of the Act. The list discloses the outside organizations and individuals and CFTC staff involved in the meeting, the rulemaking topic discussed, and the... Read More
Staff from the Securities and Exchange Commission (SEC) and Commodity Futures Trading Commission (CFTC) will hold two joint public roundtables in September on issues relating to implementation of the Dodd-Frank Wall Street Reform and Consumer Protection Act. The first roundtable on September 14 will be on issues related to swap... Read More
Pursuant to Section 957 of the Dodd-Frank Act, the New York Stock Exchange submitted a proposal to amend NYSE Rule 452 and NYSE Listed Company Manual Section 402.08 to prohibit member organizations from voting uninstructed shares if the matter to be voted on relates to executive compensation. The NYSE is... Read More
The Securities and Exchange Commission announced on September 2, 2010, that it has adopted a temporary rule requiring municipal advisors to register with the SEC by October 1, a deadline established by the newly-enacted Dodd-Frank Wall Street Reform and Consumer Protection Act. Municipal advisors provide advice to state and local... Read More
Upon receipt of a notice of a shareholder nominee under the proxy access rules, public companies have a series of decisions to make with tight time lines imposed by the new proxy access rules. Decisions will have to be made beginning on receipt of the notice and will continue through... Read More
In connection with the implementation of the Dodd-Frank Act, the FDIC announced a series of roundtable discussions with external parties. The first discussion was held on August 31, 2010, and the agenda for the meeting was focused on the new resolution authority provided in the Dodd-Frank Act for the largest... Read More
The U.S. Commodity Futures Trading Commission has issued regulations concerning off-exchange retail foreign currency transactions. The rules implement provisions of the Dodd-Frank Wall Street Reform and Consumer Protection Act and the Food, Conservation, and Energy Act of 2008, which, together, provide the CFTC with broad authority to register and regulate... Read More
As the CFTC gears up to implement the Dodd-Frank Act through the more than 60 rulemakings required of it over the next eleven months, it has taken the unusual step of publishing a notice soliciting “across the board” public input before publishing any proposed rules. The Commission has set up... Read More
The Securities and Exchange Commission today issued a report cautioning credit rating agencies about deceptive ratings conduct and the importance of sufficient internal controls over the policies, procedures, and methodologies the firms use to determine credit ratings. The report says that because of uncertainty regarding a jurisdictional nexus between the... Read More