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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.   

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New DOJ Guidance on Personal Devices and Third-Party Messaging Applications Applies to Any Company DOJ May Scrutinize

Here's the intro from this memo by Perkins Coie's Margaret Winterkorn Meyers and April Goff: "The U.S.

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The Next Wave in Board Diversity Disclosures?

As announced in this November 15th press release, the Russell 3000 Board Diversity Disclosure Initiative recently sent letters to Russell 3000 companies urging them to report the race, ethnicity, and gender of each individual director on their boards.

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This Thursday's Webcast: “Proxy Season Roundtable - What You Need To Know Now”

Tune in this Thursday, December 1st for our webcast: "Proxy Season Roundtable: What You Need to Know Now." Join Perkins Coie's own Allison Handy, Wendy Moore and Broc Romanek – and Proxy Analytics' Steve Pantina – as they cover the SEC's new pay-for-performance, clawbacks and Form N-PX

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Next Week's Webcast: “Proxy Season Roundtable - What You Need to Know Now”

Tune in next week, on Thursday, December 1st for our webcast: "Proxy Season Roundtable: What You Need to Know Now." Join Perkins Coie's own Allison Handy, Wendy Moore and Broc Romanek – and Proxy Analytics' Steve Pantina – as they cover the SEC's new pay-for-performance, clawbacks and

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Climate Disclosure Rule for Federal Contractors Proposed! 4 Things to Know

A few days ago, a trio of federal agencies – the Department of Defense, General Services Administration, and NASA – proposed changes to the Federal Acquisition Regulation (FAR) to require federal contractors to make certain climate-related disclosures, mostly about GHG emissions.

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Board Duties: Reliance on Experts Is NOT a Safe Harbor – Keep Your Eyes Open!

Here's a tip from the sixth edition of our popular publication The Public Company Handbook, which is an easy-to-read guide that provides practical insights regarding legal and other board management issues facing public—or soon-to-be-public—companies.

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Upcoming Webcast: "Proxy Season Roundtable - What You Need to Know Now"

On the heels of our popular "Top 15 Proxy Disclosure Areas to Focus on This Season" webcast (archive now available), we have scheduled a companion webcast—"Proxy S

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Board & Committee Meeting Minutes Best Practices: After the Meeting

Wrapping my three-part series of blogs about board and committee meeting minutes practices (see Part 1 and Part 2 about minut

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The SEC’s New Pay-for-Performance Rules: 3 Things to Do Now

As we blogged a few months ago, the SEC's new pay-for-performance rules apply to the upcoming proxy season—and if you haven't started looking into the groundwork you need for this new proxy disclosure yet, you need to get started right away if you're a company with a 12/31 fiscal year-end. View blog post
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Upcoming Webcast: “Proxy Season Roundtable – What You Need to Know Now”

On the heels of our popular "Top 15 Proxy Disclosure Areas to Focus on This Season" webcast (archive now available), we have scheduled a companion webcast – "Proxy

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Video Archive: “Top 15 Proxy Disclosure Areas to Focus on This Season”

Here's the video archive for the webcast from last week—"Top 15 Proxy Disclosure Areas to Focus on This Season"—featuring Per

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SEC Adopts Form N-PX Changes: 4 Things to Know

Last week, the SEC adopted changes to Form N-PX in an effort to make the proxy voting by mutual funds, exchange-traded funds, and other registered funds more transparent. The new rules become effective for votes occurring on or after July 1, 2023—so they won't be reflected in N-PX filings until 2024.

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The SEC Will Likely Adopt Climate Disclosure Rules in 2023, Not 2022

Back in May, I penned a blog in which I handicapped a number of items related to the SEC's upcoming climate disclosure rules. One of those items concerned timing for final rules.

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This Thursday's Webcast: “Top 15 Proxy Disclosure Areas to Focus on This Season”

We have partnered with DFin to bring you a complimentary webcast—"Top 15 Proxy Disclosure Areas To Focus on This Season"—to be held in two days, on Thursday, November 3rd, from 1:00 – 2:00 p.m. ET.

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Form 144 Must Be Filed Electronically: Now What?

The SEC recently published the updated version of its EDGAR Filer Manual that includes updates related to filing Forms 144 electronically on EDGAR, as required by the SEC's final rules adopted back in June.

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