Posts from Mark Weitz

Minnesota to Examine Investment Advisers


Last week, the Minnesota Department of Commerce announced that it was instituting an examination program for investment advisers.  In doing so, Minnesota removes itself from a tiny group of states – the others are New York and Wyoming – that have no investment adviser examinations. The significance of this is... Read More

Topics: Investment Advisers

Beware of Twitter


Companies, like athletes, show business types, and your teenage kids, have been flocking to twitter.  Be careful, says Michele N. Anderson, Chief of the Office of Mergers and Acquisitions of the SEC’s Corporation Finance Division.  The 140 character limit means there may be no room for required SEC legends, which... Read More

Topics: Banking, Broker-Dealer, Public Companies and Securities

SEC Chairman Speaks to NACD — Upcoming Rulemaking; Recent Proxy Rules


Yesterday, Mary L. Schapiro, Chairperson of the SEC, addressed the National Association of Corporate Directors. She reviewed several recent SEC proxy rules which pre-date Dodd-Frank and gave a timetable regarding future Dodd-Frank rulemaking. Ms. Schapiro called out in particular the new proxy rules requiring disclosure of the factors in a... Read More

Topics: Executive Compensation, Public Companies and Securities

Summary of Corporate Governance Provisions in the Dodd-Frank Act

Set forth below is a summary of the principal corporate governance and corporate finance provisions of the Dodd-Frank Wall Street Reform and Consumer Protection Act (the “Dodd-Frank Act” or the “Act”) for non-financial institutions. Voting by Brokers. Under Section 957 of the Dodd-Frank Act, national securities exchanges are required to... Read More

Topics: Public Companies and Securities

Representing Compensation Committees — Regular Counsel Need Not Apply?


The Dodd-Frank Act contains a number of provisions designed to improve the independence and operations of Compensation Committees.  But in doing so, has Congress made it more difficult – if not impossible – for a company’s regular outside law firm to assist its Comp Committee? The Act provides that a... Read More

Topics: Executive Compensation, Litigation, Public Companies and Securities

Dodd-Frank and Minnesota Investment Advisers

The Interaction Between Dodd-Frank and Minnesota Regulation of Investment Advisers Before enactment of the Dodd-Frank Wall Street Reform and Consumer Protection Act, the following rules applied under the Investment Advisers Act of 1940: The Investment Advisers Act precluded investment advisers with less than $25 million in assets under management from... Read More

Topics: Private Equity, Public Companies and Securities