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Author: N. Peter Rasmussen
Publisher: Aspen Publishers
ISBN: 9780808025740
Category : Directors of corporations
Languages : en
Pages : 0
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Book Description
Responsibilities of Corporate Officers and Directors under FederalSecurities Law alerts board members and management to their personalduties and liabilities under the federal securities laws. From the vast bodyof federal laws, rules, administrative interpretations, and court decisionsdealing with securities offerings and transactions, those of particularinterest to corporate officers and directors as individuals are discussedhere. The materials focus on the Securities Act of 1933 and theSecurities Exchange Act of 1934, as well as pertinent provisions of theInvestment Company Act of 1940.The 2010 -2011 Edition includes new discussion of the following:Dodd-Frank Wall Street Reform and Consumer Protection ActShareholder access to proxiesSEC enforcementRecent case law on fraud liabilityProxy disclosure concerning Chairman-CEO role, hedging arrangements,compensation consultants
Author: N. Peter Rasmussen
Publisher: Aspen Publishers
ISBN: 9780808025740
Category : Directors of corporations
Languages : en
Pages : 0
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Book Description
Responsibilities of Corporate Officers and Directors under FederalSecurities Law alerts board members and management to their personalduties and liabilities under the federal securities laws. From the vast bodyof federal laws, rules, administrative interpretations, and court decisionsdealing with securities offerings and transactions, those of particularinterest to corporate officers and directors as individuals are discussedhere. The materials focus on the Securities Act of 1933 and theSecurities Exchange Act of 1934, as well as pertinent provisions of theInvestment Company Act of 1940.The 2010 -2011 Edition includes new discussion of the following:Dodd-Frank Wall Street Reform and Consumer Protection ActShareholder access to proxiesSEC enforcementRecent case law on fraud liabilityProxy disclosure concerning Chairman-CEO role, hedging arrangements,compensation consultants
Author: CCH Incorporated
Publisher: Aspen Publishers
ISBN: 9780808022626
Category :
Languages : en
Pages : 0
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Book Description
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
Author: James Hamilton
Publisher: Cch Incorporated
ISBN: 9780808017431
Category : Law
Languages : en
Pages : 450
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Book Description
Author: Anne Sherry
Publisher:
ISBN:
Category : Corporate governance
Languages : en
Pages : 423
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Book Description
Author: Wolters Kluwer Staff
Publisher: CCH
ISBN: 9781454885634
Category : Law
Languages : en
Pages : 0
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Book Description
Responsibilities of Corporate Officers and Directors Under Federal Securities Law helps mitigate personal risk for management and board members by assuring they have a complete understanding of their duties and liabilities under the federal securities laws. Wolters Kluwer attorney-editors Doreen Meinck, Jim Hamilton and Anne Sherry examine duties and liabilities under the Securities Act of 1933 and the Securities Exchange Act of 1934, relevant portions of the Investment Company Act of 1940 relating to mutual funds, the Dodd-Frank Wall Street Reform and Consumer Protection Act, the JOBS Act, and the Sarbanes-Oxley Act of 2002. Responsibilities of Corporate Officers and Directors Under Federal Securities Law also discusses important areas of state law such as the business judgment rule, a state law doctrine shielding directors and officers from liability in the conduct of ordinary corporate affairs and certain actions such as takeovers and tender offers. Other topical areas include: Individual liability in connection with a company's securities offerings, mergers and acquisitions, and investment company directors. 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 retaliation Proxy advisory services and proxy advisory fi rms as the de facto standard setters for corporate governance for U.S. companies The U.S. Supreme Court's ruling in Halliburton on the fraud-on-themarket reliance presumption in securities fraud class actions Drafting of indemnifi cation and advancement provisions of bylaws and articles of incorporation
Author: James Hamilton
Publisher: Aspen Publishers
ISBN: 9780808033370
Category : Business & Economics
Languages : en
Pages : 400
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Book Description
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, 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, as well as pertinent provisions of the Investment Company Act of 1940. 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-CEO role, hedging arrangements, compensation consultants
Author:
Publisher:
ISBN:
Category : Corporate governance
Languages : en
Pages : 180
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Book Description
Author: James Hamilton
Publisher:
ISBN:
Category : Directors of corporations
Languages : en
Pages : 191
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Book Description
Author: Wolters Kluwer Editorial Staff
Publisher: CCH
ISBN: 9781543821246
Category : Law
Languages : en
Pages : 432
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Book Description
Responsibilities of Corporate Officers and Directors Under Federal Securities Law helps mitigate personal risk for management and board members by assuring they have a complete understanding of their duties and liabilities under the federal securities laws. Wolters Kluwer attorney-editors examine duties and liabilities under the Securities Act of 1933 and the Securities Exchange Act of 1934, relevant portions of the Investment Company Act of 1940 relating to mutual funds, the Dodd-Frank Wall Street Reform and Consumer Protection Act, the JOBS Act, and the Sarbanes-Oxley Act of 2002. Responsibilities of Corporate Officers and Directors Under Federal Securities Law also discusses important areas of state law such as the business judgment rule, a state law doctrine shielding directors and officers from liability in the conduct of ordinary corporate affairs and certain actions such as takeovers and tender offers. Other topical areas include: Individual liability in connection with a company's securities offerings, mergers and acquisitions, and investment company directors. 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 business SEC rule amendments imposing stricter shareholder proposal eligibility requirements and resubmission thresholds Amendments to the SEC's whistleblower rules, including changes intended to streamline the process, coming at the end of a year in which the agency set new records for awards made and aggregate amounts awarded A recent holding of the Second Circuit that the Dirks personal-benefit test does not apply to insider trading prosecutions under the Criminal Code Guidance on how the rule for determining perquisites may apply during COVID-19 Previous Edition: Responsibilities of Corporate Officers and Directors Under Federal Securities Law, 2019-2020 Edition, ISBN 9781543806687
Author: CCH Incorporated
Publisher: Aspen Publishers
ISBN: 9780808037132
Category :
Languages : en
Pages : 0
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Book Description
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.
