In times of economic distress, insiders can sometimes be the only source of capital for a company with urgent liquidity needs. Applying lessons learned in the 2008-2009 financial crisis to the current COVID-19 market disruptions, the NYSE temporarily relaxed its
Capital Markets
Helping clients access the capital markets and stay apprised of regulatory developments
The Capital Markets blog published by Troutman Pepper Locke focuses on legal developments and regulatory updates affecting securities exchanges, mergers and acquisitions, corporate governance, and compliance for public companies. It covers topics such as SEC approvals of new stock exchanges, antitrust considerations in major mergers, disclosure requirements for executive compensation, implications of the Corporate Transparency Act for public companies and their subsidiaries, and evolving cybersecurity incident disclosure rules mandated by the SEC. The blog addresses the intersection of securities regulation, corporate law, and compliance obligations relevant to capital markets participants and public companies.
Latest from Capital Markets - Page 7
SEC Issues Guidance on Deadline for Part III Information Omitted From Form 10-K
The SEC issued new guidance yesterday supplementing its previously-announced COVID-19 order that gives relief from Exchange Act filing deadlines (see our blog post about the COVID-19 order here). The guidance details how the order applies to companies that omitted…
Update: SEC Extends 45-Day Filing Relief Through July 1, 2020
On March 25, 2020, the SEC modified its March 4th order described here, which allowed extended filing deadlines for disclosure reports due between March 1 and April 30, 2020. The modified order covers all filings due on or before…
SEC Provides COVID-19 Disclosure Guidance
By Rob Evans
The SEC’s Division of Corporation Finance issued new COVID-19 disclosure guidance on March 25, 2020. This follows earlier guidance and relief offered by the Staff. (See the links here, here and here, for example.) The SEC is encouraging…
Federal Reserve Will Become a Direct Lender to Corporations and an Investor in Corporate Bond Markets
By Rob Evans
As part of its response to the COVID-19 crisis, on March 23, 2020, the Board of Governors of the Federal Reserve System announced a number of new programs designed to limit credit market disruption. Two of these new programs put…
Delaware Supreme Court Upholds Federal Forum Selection Provisions
By Rob Evans
The Delaware Supreme Court, on March 18, 2020, in Salzberg v. Sciabacucchi, reversed the decision of the Court of Chancery and upheld the validity of a forum selection provision in the certificate of incorporation of a Delaware corporation requiring claims…
SEC Coronavirus Guidance on Shareholder Annual Meeting Engagement
By Rob Evans
On March 13, 2020, the SEC issued guidance regarding the effect of the coronavirus (COVID-19) on upcoming annual shareholder meetings. The SEC advised that a company that has already mailed and filed its proxy materials can change the date, time,…
SEC Proposes Sweeping Changes for Exempt Offerings
By Rob Evans
The Securities and Exchange Commission on March 5, 2020 proposed sweeping changes to the rules governing capital raising through private offerings and other offerings exempt from registration under the Securities Act. If adopted, these amendments, along with the previously proposed…
Update: SEC Provides Conditional Deadline Extensions
By Rob Evans
This post is following up on our previous post on February 27, 2019, “SEC Guidance on Coronavirus Disclosures,” found here.
On March 4, 2020, the SEC issued an order which would provide publicly traded companies with an additional 45 days…
SEC Guidance on Coronavirus Disclosures
Please see our updated post here.
The SEC, together with the PCAOB, recently updated guidance to reporting companies on issues arising from the coronavirus (COVID-19) outbreak. On February 19, 2020, SEC Chairman Clayton, PCAOB Chairman William Duhnke, and senior…