In February 2025, the Securities and Exchange Commission’s Division of Corporation Finance published two new Corporation Finance Interpretations (“CFIs,” or CDIs, as they were known at the time) relating to when beneficial ownership of a reporting company’s securities must be
Across The Board
Keeping companies and their boards a step ahead.
Across The Board, published by Mayer Brown, covers a broad range of corporate and securities law topics with a focus on regulatory developments affecting public companies and foreign private issuers. The blog addresses issues such as SEC disclosure requirements, proxy advisory firm regulations, shareholder voting guidelines, and legislative changes impacting corporate governance. It also discusses trends in areas like environmental, social, and governance (ESG) policies, diversity, equity, and inclusion (DEI), cybersecurity, artificial intelligence, and financial reporting. The content is aimed at helping corporations, financial institutions, and legal professionals navigate complex compliance and disclosure obligations in the evolving regulatory landscape.
The Risks of Designated Directorships—Current Guidance for Directors and Those Who Appoint Them
Many stockholders or classes of stockholders hold rights to appoint individuals to serve as directors on corporate boards. Recent Delaware Chancery Court opinions highlight the risk of liability for designated directors and the stockholders who appoint them. This Legal Update…
SEC and FDA Enter Into Memorandum of Understanding to Enhance Interagency Cooperation
On August 31, 2026, the Securities and Exchange Commission announced that it entered into a Memorandum of Understanding (“MOU”) with the Food and Drug Administration (“FDA”) to create a framework to support the exchange of information between the two agencies…
SEC Sends Three Rulemaking Proposals for OIRA Review
Last week, the Securities and Exchange Commission (“SEC”) submitted three draft proposed rules to the White House’s Office of Information and Regulatory Affairs (“OIRA”) for review. The rulemaking proposals include: (1) Executive Compensation Disclosure Reform; (2) Proxy Solicitation Modernization…
Set a Reminder for Your Annual EDGAR Confirmation
Every entity and individual that maintains an EDGAR filer account, including public companies and Section 16 reporting persons (officers, directors, and 10%+ beneficial owners), is subject to the Annual EDGAR Confirmation requirement. The process is straightforward, but failing to complete it…
SEC Filing Fees are Decreasing to $87.00 per million dollars!
On August 21, 2026, the Securities and Exchange Commission (“SEC”) announced that the filing fee rate for securities registration will be decreasing from $138.10 per million dollars to $87.00 per million dollars, effective October 1, 2026. This is the second…
FASB Proposes New Guidance on Stablecoin Classification as Cash Equivalents and Enhanced Disclosure Requirements
On August 18, 2026, the Financial Accounting Standards Board (“FASB”) issued a proposed accounting standards update (“ASU”) titled Statement of Cash Flows (Topic 230): Cash Equivalents—Disclosure Enhancement and Evaluation of Certain Digital Assets. The proposed ASU seeks to clarify whether…
House Bill Would Deliver Class-Level Transparency on Proxy Votes
Recently, Rep. Sean Casten (D-Ill.) introduced the Multi-Class Stock Company Voting Transparency Act, which directs the Securities and Exchange Commission (“SEC”) to improve the transparency of voting results at companies with multi-share classes and strengthen the quality of information available…
More Tools in the Liability Management Toolbox
As a result of recent Securities and Exchange Commission staff relief, companies, their management teams and boards now have enhanced flexibility in connection with a range of liability management transactions, from equity repurchases, refinancing outstanding debt securities through exchange or…
NYSE Proposes Extending Internal Audit Function Transition Period from One Year to Five Years
On August 13, 2026, the Securities and Exchange Commission (“SEC”) published notice of a proposed rule change (SR-NYSE-2026-37) by the New York Stock Exchange (“NYSE”) to amend Sections 303A.00 and 303A.07 of the NYSE Listed Company Manual to…