On December 6, 2023, SEC Chair Gary Gensler announced the release of the SEC’s Fall 2023 Regulatory Agenda (Regulatory Agenda), which outlines the SEC’s planned regulatory actions over the next 12 months. This latest Regulatory Agenda includes a total of 43 rules, with 14 rules at the proposed rulemaking stage and 29 rules at the final rulemaking stage. While the Regulatory Agenda provides insights into Chair Gensler’s priorities (compiled as of August 2023) and the anticipated timing of proposed and final rules, actual rule adoption or proposal timing may vary significantly, and could come before or after the listed dates.

Continue Reading SEC Publishes Fall 2023 Regulatory Agenda

Join the Wilson Sonsini AI and Corporate Governance teams and prominent legal scholar and Harvard Law professor, Noah Feldman, for a webinar exploring the key considerations for AI companies and how they are governed. This webinar will be held on Tuesday, December 12, 2023, from 10:00 a.m. – 11:00 a.m.

Continue Reading Webinar Alert | AI and Corporate Governance: Challenging Governance and Ethical Issues Raised by Powerful Technology, December 12, 2023

Our latest Client Alert discusses California’s recently enacted Assembly Bill 1305: Voluntary Carbon Market Disclosures Business Regulation Act (AB 1305), which requires compliance by January 1, 2024. In addition, please consider joining our webinar on Thursday, December 7, 2023, at 3:00 p.m. PT, on AB 1305, which will include practical

Continue Reading Reminder: Compliance with AB 1305 Is Required by January 1, 2024

Wilson Sonsini is pleased to offer MCLE Day, a full day of professional education sessions covering a wide range of topics, including the required MCLE categories for most jurisdictions. MCLE Day will be held on Thursday, December 14, 2023, at the Sheraton Palo Alto in Palo Alto, California (details below), and will also be available virtually. Register for this event here.

Continue Reading Event Alert: Wilson Sonsini’s MCLE Day, Thursday, December 14, 2023

On November 16, 2023, Glass Lewis & Co. (Glass Lewis) released its 2024 U.S. Benchmark Policy Guidelines (U.S. Guidelines), effective for shareholder meetings on or after January 1, 2024. The U.S. Guidelines include several key updates, which are summarized below. In addition, Glass Lewis released its 2024 Shareholder Proposals & ESG-Related Issues Benchmark Policy Guidelines (ESG Guidelines), which include an update to Glass Lewis’ overall approach to environmental and social issues, summarized below.

Continue Reading Glass Lewis Issues 2024 Updates to Benchmark Policy Guidelines

On November 22, 2023, the U.S. Securities and Exchange Commission (SEC) announced that it issued an order postponing the effective date of the share repurchase disclosure rule (Repurchase Rule).[1] The Repurchase Rule was discussed in our previous client alert. As a result of the SEC’s order, the Repurchase

Continue Reading SEC Stays Share Repurchase Disclosure Rule

On November 14, 2023, the U.S. Securities and Exchange Commission (SEC), with two Commissioners dissenting, announced settled charges against Charter Communications Inc. (Charter) for violating internal accounting controls requirements relating to its share repurchase programs. Charter will pay a $25 million penalty to settle the SEC’s claims.

Continue Reading Charter Communications Fined $25 Million for Violating Stock Buyback Related Internal Accounting Controls Requirements

On November 6, 2023, Institutional Shareholder Services, Inc. (ISS) announced the scheduled November 20 opening of its peer group submission window for U.S. and Canadian companies with annual meetings slated to be held between January 15, 2024, and September 30, 2024, and for European companies with meetings anticipated to be

Continue Reading ISS Peer Group Submission Window Opens November 20; Glass Lewis Peer Group Submission Window Already Open

This post discusses three recent updates to Nasdaq listing rules including relating to 1) reverse stock splits, 2) board diversity, and 3) code of conduct waivers.

Reverse stock splits. On November 1, 2023, the U.S. Securities and Exchange Commission (SEC) published an order approving Nasdaq’s proposed rule change relating to notification and disclosure of reverse stock splits. Under the new listing rules, a Nasdaq-listed company conducting a reverse stock split will be required to:

Continue Reading Recent Updates to Nasdaq Listing Rules