This book alerts board members and management to their personal duties and liabilities under the federal securities laws. From the vast body of federal laws, rules, administrative interpretations, and court decisions dealing with securities offerings and transactions, those of particular interest to corporate officers and directors as individuals are discussed here. The materials focus on the Securities Act of 1933 and the Securities Exchange Act of 1934, pertinent provisions of the Investment Company Act of 1940, and the Sarbanes-Oxley Act of 2002. The 2006-2007 Edition features extensive discussion of the SEC's executive compensation reforms, including: the narrative disclosure piece, "compensation discussion and analysis"; the tabular disclosure requirements of Regulation S-K Item 402; new mandates for reporting executive perks; and expanded disclosure of transactions with related persons. Also new is discussion of changed requirements for the compensation committee report, plurality and majority voting standards, case law developments involving fraud liability, no-action letter guidance on insider short sales, and SEC statements on cooperation during an investigation.
Responsibilities of Corporate Officers and Directors Under Federal Securities Law alerts board members and management to their personal duties and liabilities under the federal securities laws.
Responsibilities of Corporate Officers and Directors Under Federal Securities Law alerts board members and management to their personal duties and liabilities under the federal securities laws. From the vast body of federal laws, rules
Responsibilities Of Corporate Officers And Directodirectors Under Federal Securities Law 2003-2004
The 2010 -2011 Edition includes new discussion of the following: Dodd-Frank Wall Street Reform and Consumer Protection Act Shareholder access to proxies SEC enforcement Recent case law on fraud liability Proxy disclosure concerning Chairman ...
Responsibilities of Corporate Officers and Directors Under Federal Securities Law
New material in the 2020-2021 Edition includes new or expanded discussions of: A recent line of Delaware cases discussing plaintiffs' ability to state a Caremark claim for lack of oversight of "mission critical" aspects of a company's ...
New material in the 2017 -2018 Edition includes new or expanded discussions of: Dodd-Frank's whistleblower provisions, including the contentious issue of whether a whistleblower need report to the SEC in order to be protected against ...
New material in the 2014 -2015 Edition includes new or expanded discussions of: Dodd-Frank s whistleblower provisions, including the contentious issue of whether a whistleblower need report to the SEC in order to be protected against ...
Responsibilities of Corporate Officers & Directors 2016-2017
This updated Third Edition thoroughly covers: Directors' duties of care and loyalty-- including the different standards which have been imposed on directors regarding the duty of care...the duty of loyalty...the business judgment rule... ...