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New California Law Mandates Racial and Other Minority Representation on Corporate Boards

The Ticker

October 16, 2020

On September 30, 2020, two years after making headlines by enacting Senate Bill 826, legislation requiring public companies based in the state to include at least one woman on their boards by the end of 2019, California enacted Assembly Bill 979, a similar bill requiring public companies based in the state to include at least one director from an underrepresented community by the end of 2021.

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Push for Boardroom Diversity Extends Far Beyond California

The Ticker

October 16, 2020

While California’s legislative mandates have garnered the most attention, several other state legislatures have enacted or are considering board diversity legislation. In addition, a recent proposal by influential proxy advisory firm Institutional Shareholder Services Inc. has the potential to effectively mandate racial and ethnic diversity on all public company boards, regardless of applicable state law.

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SEC Adopts Amendments to Whistleblower Award Program

The Ticker

October 16, 2020

On September 23, 2020, the SEC adopted amendments to the rules governing its whistleblower award program.

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SEC Adopts Amendments to Shareholder Proposal Rule

The Ticker

October 16, 2020

On September 23, 2020, the SEC adopted amendments to Exchange Act Rule 14a-8, the rule that governs the process for shareholder proposals to be included in a company’s proxy statement.

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SEC Proposes Conditional Exemption for ‘Finders’ Assisting with Capital Raising

The Ticker

October 16, 2020

On October 7, 2020, the SEC proposed a conditional exemption from the broker registration requirements of Section 15(a) of the Exchange Act for “finders” who assist issuers with raising capital in private markets from accredited investors.

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SEC Adopts Amendments to “Accredited Investor” Definition

The Ticker

August 31, 2020

On August 26, 2020, the SEC adopted amendments to the definition of “accredited investor” in Rule 501(a) of Regulation D, expanding the pool of investors who may participate in private securities offerings.

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SEC Adopts Amendments to Regulation S-K to Modernize Disclosures of Business, Legal Proceedings and Risk Factors

The Ticker

August 31, 2020

On August 26, 2020, the SEC adopted amendments to modernize the description of business (Item 101), legal proceedings (Item 103) and risk factor disclosures (Item 105) that registrants are required to make pursuant to Regulation S-K.

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SEC Adopts Amendments to Proxy Solicitation Rules

The Ticker

August 31, 2020

On July 22, 2020, the SEC adopted amendments to the rules governing proxy solicitations.

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What Would a Democratic Victory in November Mean for the SEC? Dissenting Commissioner Statements Offer Glimpse into Potential Priorities

The Ticker

August 31, 2020

The upcoming presidential election could effectively transfer control of the SEC to the Democratic party, meaning that views currently held by a minority of the SEC’s five Commissioners could soon gain majority status. Statements issued by Democratic Commissioners Allison Herren Lee and Caroline Crenshaw dissenting against recent SEC rule amendments offer a glimpse into the potential priorities of a Democratic-led SEC.

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SEC Extends Relaxation of Certain Crowdfunding Rules through February 28, 2021; Updated Fees for SEC Filers

The Ticker

August 31, 2020

On August 28, 2020, the SEC adopted temporary final rules extending the effectiveness of previously-adopted temporary relief from certain requirements of Regulation Crowdfunding to facilitate capital formation for small businesses impacted by COVID-19.

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