Tag Archives: Securities and Exchange Commission

SEC Issues Guidance on CEO Pay Ratio Rule

On September 21, 2017, the Securities and Exchange Commission (“SEC”) and the staff of the SEC’s Division of Corporation Finance issued interpretive guidance to assist public companies with complying with the “pay ratio” rule and to address compliance concerns with respect to the rule’s flexible framework. According to the SEC press release, “[the] guidance on … Continue Reading

Conflict Minerals Reporting in 2017

Development International recently published its third annual report summarizing U.S. public company conflict minerals reports filed on Form SD for reporting year 2016. Although the report advances a very narrow reading of the recent D.C. Circuit case striking down part of the SEC conflict minerals rule, it otherwise provides a wealth of statistical information about the most recent round of Form SD filings. This information can be useful to retailers benchmarking their own Form SD reporting as well as the Form SD reporting of key suppliers.… Continue Reading

An Increasing Number of Proxy Challenges Focus on Equal Pay

As media outlets recently highlighted Equal Pay Day on April 4, 2017, publicly held retailers should be aware that the focus on pay equity is becoming increasingly popular among activist shareholders. This proxy season, more than 20 publicly traded companies are facing shareholder proposals at their annual meetings to vote on whether they should research and report on pay gaps by gender and race. … Continue Reading

2017 Conflict Minerals Update

With less than two months before the deadline for public companies to report to the SEC on the inclusion of conflict minerals in their products, the U.S. District Court entered a final judgment in the litigation surrounding the SEC conflict minerals rule. Continue reading for a summary of legal developments over the past year and compliance suggestions for next year.… Continue Reading

Trump Administration’s Impact on Financial Services Regulation and the SEC

As with other areas of the law, the recent presidential election will present both challenges and opportunities for retailers concerned with financial and securities regulation. The appointment of financial markets regulators is one of the principal means by which the President affects regulation of financial markets, which in turn could affect the availability of credit for retailers and the overall economic environment in which they operate. … Continue Reading

2016 Conflict Minerals Form Due

The due date for the next Form SD filing for those public companies required to report to the Securities and Exchange Commission (“SEC”) on the inclusion of conflict minerals in their products is May 31, 2016. This blog post gives a background of the litigation revolving around the SEC conflict minerals rule. … Continue Reading

SEC Staff Issue New Staff Legal Bulletin on Shareholder Proposals

On October 22, 2015, staff in the Division of Corporation Finance (the “Division”) at the Securities and Exchange Commission (the “Commission”) issued Staff Legal Bulletin 14H (the “Bulletin”). The Bulletin is the latest in a series of Division interpretations under Rule 14a-8 governing shareholder proposals. The Bulletin focuses specifically on circumstances in which the Division … Continue Reading

CFTC Defines Bitcoin and Digital Currencies as Commodities

In a ruling of particular importance to the digital currency community, the US Commodity Futures Trading Commission (CFTC) for the first time has definitively ruled that Bitcoin and other digital currencies (also known as virtual currencies or cryptocurrencies) are commodities subject to the CFTC’s jurisdiction. Specifically, in an enforcement action announced on September 17, 2015, … Continue Reading