The Second Circuit on Monday made insider trading a lot more risky by permitting the government to assert a criminal complaint against a tipper without showing that the tipper received personal benefit by reason of providing the tip. Over the … Continue reading
Category Archives: The Law
Somewhat below the radar screen, in late October the FDA has changed the ground rules concerning manufacture and distribution of homeopathic drugs. Refusing to endorse the then-status quo policy by issuing an official regulation, the FDA stated that the current … Continue reading
Earlier this month, the SEC proposed amendments affecting the process by which shareholder proposals are evaluated for inclusion in public company proxy statements. In the proposed amendments, the SEC has maintained the $2,000 minimum ownership requirement, but shareholders seeking a … Continue reading
It is boom time, particularly in the tech sector, and CEO compensation is climbing. Comp consultants are in their heyday. Twenty-five years ago, comp consultants were hired by management; today they are hired by boards of directors to figure out … Continue reading
On Monday of this week the SEC addressed its enforcement initiatives for the coming year. No major changes, but things to note: The Commission lacks staff to police all issues, including cyber issues. It expects all companies to have a … Continue reading
It used to be routine for law firms to file litigation against parties to M&A transactions, alleging among other things inadequate disclosure of material facts and unfair compensation to equity holders of the acquired party. Many of these suits were … Continue reading
Today the SEC announced an amendment, effective in about two months, of regulations that will allow all companies to “test the waters” for an IPO without risking violation of the Securities Act. The original regulation allowed emerging companies (as defined) … Continue reading
Last week I posted that eight States had sued the SEC over the allegedly weak content of the SEC Regulation BI that set fiduciary standards for registered investment advisers and something a bit less robust (and more confusing perhaps) for … Continue reading
CEOs of some of Boston’s leading corporations (IDG, Hancock, Boston Scientific and State Street) were unanimous in agreeing that the major issue for management, and boards of directors, is establishing and maintaining the culture of the enterprise. At a Boston … Continue reading
Fascinating hearing Thursday at the SEC, a discussion of whether easing private capital formation as a matter of regulatory law had the consequence of unfairly excluding the “retail customer” from access to great investment deals. Trends: drop in IPOs, 2018 … Continue reading