As we kick off a new year, the Hunton Andrews Kurth Retail Law Resource team would like to provide you with a rundown of the top posts we shared throughout 2022.
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Kim Kardashian Ordered to Pay Over $1.26 Million for Securities Violation Arising Out of Crypto Endorsement
The SEC instituted settlement proceedings against Kim Kardashian on Monday, alleging that the reality television star and entrepreneur violated the SEC’s anti-touting statute when she failed to disclose compensation that she received in exchange for an Instagram post endorsing cryptocurrency tokens.
Continue Reading Kim Kardashian Ordered to Pay Over $1.26 Million for Securities Violation Arising Out of Crypto Endorsement
SEC Proposes Cybersecurity Rules for Public Companies
On March 9, 2022, the Securities and Exchange Commission held an open meeting and proposed new cybersecurity disclosure rules for public companies by a 3-1 vote.
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SEC Continues to Advance ESG Agenda
A series of recent regulatory actions at the Securities and Exchange Commission reaffirms the agency’s commitment to ESG issues under new Chair Gary Gensler. These actions, which affect shareholder proposals, contested director elections, and proxy advisory firms, will each impact publicly-traded retailers.
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SEC Human Capital Reporting Rules Take Effect
As we previously reported, new SEC rules requiring reporting on human capital resources will take effect November 9, 2020.
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SEC Disclosure Issues for Publicly-Traded Retailers
The ongoing effects of the Covid-19 pandemic and other recent socio-political events will present a number of disclosure questions for publicly-traded retailers completing their second fiscal quarters.
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Trends in Retailer SEC Disclosures in Light of COVID-19
COVID-19 has had an unprecedented effect on the retail industry across the United States, as many retailers grapple with government mandates that either require closure or impose stringent restrictions on being open, employment and supply chain disruptions, and an overall decline in consumer demand as market conditions remain volatile and unemployment rates continue to rise.
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COVID-19: Considerations for Internal Controls Over Financial Reporting
The COVID-19 pandemic poses unique and novel challenges to publicly-traded retailers, particularly with respect to design and testing of both internal controls over financial reporting and disclosure controls and procedures. We recommend that retailers assess what has changed in the current financial reporting environment, consider whether existing controls are sufficient to prepare financial statements and disclosure documents at the reasonable assurance level, and determine what new controls (if any) are necessary to reduce the risk of errors and fraud.
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Corp Fin Announcement Regarding Rule 14a-8 No-Action Requests
As reported in our previous client alert, on September 6, 2019, the staff in the Securities and Exchange Commission’s Division of Corporation Finance (the Division) announced important changes to the Division’s process for administering Rule 14a-8 no-action requests regarding shareholder proposals. Specifically, the staff may respond orally rather than in writing to no-action requests. Moreover, the staff may decide not to take a position on the merits of certain requests, thus leaving to the company the decision of whether to include or exclude the shareholder proposal.
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SEC Proposes Modernized Business, Legal Proceedings and Risk Factor Disclosures Under Regulation S-K
On August 8, 2019, the SEC proposed rules that would revise disclosures for Regulation S-K Item 101 (description of business), Item 103 (legal proceedings) and Item 105 (risk factors), in an effort to make disclosures more useful for investors and make compliance easier for registrants.
Continue Reading SEC Proposes Modernized Business, Legal Proceedings and Risk Factor Disclosures Under Regulation S-K