Practice Area Blogs & Digests

On February 24, 2021, Acting SEC Chair Allison Herren Lee issued a statement directing the SEC’s Division of Corporation Finance to enhance its focus on climate-related disclosure in public company filings.

Several other recent SEC actions and statements make it clear that climate change and other environmental, social and governance (ESG) issues are now top priorities for the regulator.

On March 5, 2021, the SEC announced that it had charged a large telecommunications company with repeatedly violating Regulation FD, and three of its investor relations executives with aiding and abetting the company’s violations by selectively disclosing material nonpublic information to research analysts.

On February 24, 2021, the SEC announced settled charges against a gas exploration and production company and its former CEO for failing to properly disclose approximately $650,000 worth of perks, as well as for failing to disclose certain related person transactions.

According to a recent publication from PwC’s Governance Insights Center, no boardroom culture is perfect, and insights from behavioral psychology might explain what’s holding boards back.

Prior to the COVID-19 pandemic, the Bankruptcy Code generally has been interpreted to require debtors to pay rent obligations on time under unassumed real property leases as those obligations arose post-filing and pre-rejection. This result was driven by 11 U.S.C. § 365(d)(3), which requires the debtor to “timely perform” all obligations until the lease is assumed or rejected, with one narrow exception.

The most important part of the process is assessing the alternative methods to wind down a business, choosing the right approach and executing on the plan.

As financial distress grows due to the pandemic, charitable organizations are faced with two immovable forces–increased demand from hard hit communities and decreased funding due to both the economic hardships facing many donors and the cancellation of most live fundraising events.

Given a global pandemic, civil unrest and a divisive presidential campaign, even the most loyal readers of The Ticker may have struggled to keep track of the SEC’s rulemaking and guidance during what was a very active year for the regulator. Here is a recap of the most significant SEC rulemaking and guidance in 2020, including links to earlier posts.

On February 8, 2021, the SEC’s Division of Corporation Finance issued guidance in the form of a sample comment letter to companies seeking to conduct securities offerings amid extreme market and price volatility.