United States: Directors and Officers

In February, the Securities and Exchange Commission’s ("SEC's") Division of Corporation Finance issued several new or revised Compliance and Disclosure Interpretations...

State and International Laws Create Obligations for Directors Even in the Face of Federal Pullback

The staff of the Division of Corporation Finance (Staff) of the U.S. Securities and Exchange Commission (SEC) has published two FAQs that provide temporary, short-term, no-action relief for directors and officers of foreign private issuers (FPIs)...

As explained in our December 2025 Commentary, the HFIAA, enacted on December 18, 2025, amended Section 16(a) to require every person who is a director or an officer of an FPI with a class of equity securities registered pursuant to Section 12 of the Exchange Act to file Section 16 reports.

In our February 20, 2026 client alert titled "New Reporting Obligations for Directors and Officers of Foreign Private Issuers," we outlined the Holding Foreign Insiders Accountable Act (HFIAA)...

Corporate boards are busier than ever, and governance arrangements continue to adapt to meet expanding expectations.

The Securities and Exchange Commission today adopted final rules and form amendments to reflect the requirements of the recently enacted Holding Foreign Insiders Accountable ("HFIA") Act.

In a decision with significant implications for transactions involving controlling stockholders and other conflicted fiduciaries...

The FCA has published final notices for Carillion and its former CEO for breaches of the Listing Rules and the UK Market Abuse Regulation (MAR). The publication of the notices follows the withdrawal by the CEO...