Public Chatter
Public Chatter
Public Chatter provides practical guidance—and the latest developments—to those grappling with public company securities law and corporate governance issues, through content developed from an in-house perspective.
“Racial Equity Audit” Shareholder Proposals: 6 Things
During our recent webcast - "Proxy Season Post-Mortem – 20 Things" - at the 29:48 mark, Proxy Analytics' Steve Pantina notes these developments during his discussion about shareholder proposals seeking racial e
New Legislation Imposes Excise Taxes on Stock Repurchases: 9 Things to Know
A few days ago, President Biden signed the Inflation Reduction Act of 2022 into law - and there's a number of items to unpack in it.
Aspiring To Be Green? Avoid Common Advertising Pitfalls
We've blogged before about "What You Can (and Can't) Say About ESG: FTC-Style" - so if you're knee deep in climate issues these days, this new memo from Jason Howell, and Jared Bryant entitled "
In-House Corner: The #1 Thing Freaking You Out at Work—Part 3
This feature of our blog is where our in-house readers share tips, anecdotes, and thoughts about things that come up in their daily practice.
Human Capital Management: Continuing Disclosure Evolution
During our recent webcast - "Proxy Season Post-Mortem – 20 Things" - at the 46:26 mark, Kelly Reinholdtsen noted these developments in Year 2 of required human capital management disclosures in the Form 10-K:
Delaware Allows Companies to Exculpate Officers From Personal Liability!
It's that time of year when Delaware legislation announces changes to the Delaware General Corporation Law - and this year's changes are a biggie! Nothing scares an officer more than the prospect of personal liability for discharging their duties.
In-House Corner: The #1 Thing Freaking You Out at Work—Part 2
This feature of our blog is where our in-house readers share tips, anecdotes, and thoughts about things that come up in their daily practice. You can find the first part of this series here, and the third part will be coming soon.
Getting Ready for Universal Proxy: Three Things
During our recent webcast - "Proxy Season Post-Mortem – 20 Things" - at the 11:01 mark, Allison Handy noted these tips to consider now that universal proxy is upon us:
Serving on a Nonprofit Board: Putting Yourself in Their Shoes
When you work in our firm, you are encouraged not only to contribute by engaging in pro bono activities - but you are also encouraged to offer your experience and wisdom to non-profit boards. It's not only a great way to serve the community, but it's also a valuable way to better understand what it's like to serve on a public or private company board.
This Proxy Season’s Rise in Shareholder Proposal Activity: 4 Things
During our recent webcast - "Proxy Season Post-Mortem – 20 Things" - at the 4:45 mark, Proxy Analytics' Steve Pantina notes these developments during his discussion about the rise in shareholder proposal activi
In-House Corner: The #1 Thing Freaking You Out at Work—Part 1
This feature of our blog is where our in-house readers share tips, anecdotes and thoughts about things that come up in their daily practice. Part two and three of this series are coming soon; feel free to ping me and share your thoughts—they will be posted anonymously or with attribution, whichever you desire.
The SEC’s Rulemaking Authority After West Virginia v. EPA
I've taken my time to process the US Supreme Court's recent decision in West Virginia v. EPA, reading many of the fine analyses of this important administrative law case - including this one by Perkins Coie's own Marcy Hupp.
A New Guide: "The Challenges of the 'Materiality' Determination"
I have put together this "The Challenges of the 'Materiality' Determination" Guide. Check it out!
In-House Corner: Setting the Board’s Budget
This feature of our blog is where our in-house readers share tips, anecdotes and thoughts about things that come up in their daily practice. This particular batch of thoughts is about handling the board's budget [feel free to ping me and share your thoughts – they will be posted anonymously or with attribution, whichever you desire]:
Changing a Board Committee’s Name: Three Practical Considerations
What's in a name? If the board decides to tap an existing board committee with the primary responsibility to perform ESG oversight, the next step is deciding whether to change the name of that board committee.