On August 27, 2002, the Securities and Exchange Commission (the “SEC”) unanimously adopted the first rules implementing the Sarbanes-Oxley Act of 2002 (the “Act”). This Alert addresses the amendments to the rules regarding the acceleration of insider reporting requirements under Section 16 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). Section 16 Amendments: Accelerated Insider Reporting Obligations In Release No ...
To Our Public Company Clients and Friends: The Sarbanes-Oxley Act of 2002 (the “Act”) makes some of the most significant changes in decades in laws affecting directors, officers, and corporate reporting obligations. A few of the Act’s provisions are immediately effective, or become effective very soon. The Act leaves many of the critical details and the implementation of the Act to the rule-making authority of the SEC over the next several months ...
To Our Public Company Clients: As discussed in our Alert dated July 31, 2002, Section 302 of the Sarbanes-Oxley Act of 2002 (the “Act”) directed the Securities and Exchange Commission (the “SEC”) to adopt, by August 29, 2002, rules requiring that CEOs and CFOs of all public companies certify the accuracy of their company’s periodic reports on Forms 10-K and 10-Q (the “Section 302 Certification”) ...
The Sarbanes-Oxley Act of 2002 (“SOA”) raised the bar with regard to, among other things, corporate governance, internal controls and executive responsibility. While SOA’s provisions apply primarily to public companies, private companies should become familiar with SOA for two reasons: First, portions of SOA do, in fact, apply to private companies – such as whistleblower protection and document retention provisions ...
As we discussed in our Alerts dated July 31 and August 9, 2002, Section 402 of the Sarbanes-Oxley Act of 2002 (the “Act”) makes it unlawful for public companies to directly or indirectly extend or maintain credit, or arrange for the extension of credit to their executive officers or directors ...
First the auditors, then the bankers and now the lawyers. Many have questioned the role of lawyers in recent corporate scandals and expressed the view that lawyers should not be allowed to be bystanders and perhaps even facilitate (whether or not knowingly) corporate wrongdoings ...
Yesterday, the U.S. Supreme Court significantly narrowed the scope of the Dodd-Frank Act's anti-retaliation measures. The decision resolved a split in authority by excluding from Dodd-Frank's whistleblower protections those persons reporting suspected violations only within their companies. In reversing the Ninth Circuit, the Court held that "Dodd-Frank's anti-retaliation provision does not extend to an individual who has not reported a violation of the securities laws to the SEC ...
Due to recent global events causing high inflation, the Small Business Administration (“SBA”) issued a final rule on November 17, 2022. This final rule has two primary components. First, it adopts, without change, the interim final rule published by the SBA on July 18, 2019 that increased in all industry-specific monetary size standards. Second, in an effort to account for inflation that has occurred since 2019, the final rule also increases by an additional 13 ...
On December 23, 2021, the Office of Hearings and Appeals (OHA) of the federal government’s Small Business Administration (SBA) issued a decision in the size appeal of Odyssey Sys. Consulting Grp., SBA No. SIZ-6135 (Dec. 23, 2021), that contains a helpful discussion of the principle that an entity’s status as a small business at the time of “offer plus price” remains through the life of the contract, even if that entity subsequently becomes other than small ...
In revised Frequently Asked Questions (as of April 6, 2020) (the “FAQ”), linked here, the Small Business Administration in consultation with the Department of the Treasury addressed the questions of whether a small business borrower participating in the Paycheck Protection Program (PPP) could count the employee withholdings and the employee share of Old-Age, Survivors, and Disability Insurance (OASDI) tax in determining the maximum amount of borrowings and whether such a
While most of the PPP under the CARES Act remains substantially unchanged by the SBA’s guidance issued late on April 2, there is one material alteration that will affect all borrowers under the program. Under the CARES Act, loan proceeds under the PPP could be used for payroll costs, mortgage interest, rent, utilities and interest payments on other debt obligations. While those use of proceeds have not changed, the guidance placed a limitation on them ...
On April 2, 2020, the U.S. Small Business Administration (SBA) issued an interim final rule, providing additional guidance on the Paycheck Protection Program (PPP). Click here to read the full text of the Interim Final Rule. Here are some of the highlights of new and/or clarified information from the previous guidance issued by Treasury and SBA and the text of the CARES Act: Eligibility Only U.S ...
On May 13, 2020, the Small Business Administration (“SBA”) issued an update to the Frequently Asked Questions document (“FAQs”) relating to its Paycheck Protection Program (“PPP”), originally published on April 2, 2020 and updated regularly thereafter, providing additional guidance on the PPP Certification of Necessity Safe Harbor ...
On April 29 and April 30, 2020, the Small Business Administration (“SBA”) provided additional guidance on the Paycheck Protection Program (“PPP”) through the issuance of a new PPP Interim Final Rule (the “Corporate Group Rule”), which supplements the first PPP Interim Final Rule, published on April 2, 2020, and the subsequent interim final rules issued since that date, as well as issuing updates to the Frequently Asked Questions&nbs
The past year has been a busy one for AML compliance in the UAE. In October 2018, Federal Decree-Law 20 of 2018 on Anti-Money Laundering and Combating the Financing of Terrorism and Illegal Organizations (AML Law) came into force. It contained features recommended by the Financial Action Task Force (FATF), and brought UAE laws in line with international AML standards ...
On January 30, 2023, the Commission for the Financial Market ("CMF") approved an amendment to the Stock Market Regulation applicable to Issuers Exempt from Registration with the CMF, corresponding to the “ScaleX Santiago Venture Exchange” section of the Santiago Stock Exchange ("ScaleX") ...
Those who have filed a trademark application before are likely already familiar with the high number of scams related to trademark registrations. These scams have been growing in sophistication and arise at every phase of the trademark registration process ...
On July 11, 2007 the European Court of First Instance (“CFI”) ruled that Schneider Electric SA should be compensated for some of the losses suffered following the European Commission’s unlawful prohibition of its merger with Legrand SA in 2001.[2] The CFI’s decision is undoubtedly historic. It is the first case in which damages have been awarded against the Commission for getting a merger wrong ...
When does the directors' duty arise to consider creditors' interests in the face of insolvency if a liability is disputed? Hayley Capani and Kate Garcia consider the case of Hunt v Singh and conclude we still don't have all the answers. When the decision in Sequana was handed down, commentators expressed both disappointment and (dare we say it) joy that a clear test had not been laid down as to when the creditor duty arose ...
The Portland Business Journal has now ranked the region's law firms by the diversity on their professionals for six years based on our annual survey for The List of law firms. We've refined the methodology again this year to improve the ranking. Beyond just ranking firms by percentages of women, BIPOC (Black, Indigenous & People of Color) and LGBTQIA+ lawyers and partners, we indexed them against the percentage of female (50 ...
Every minute of every day, 100 bottles of Scotch whisky make their way to South Africa. The lengths we have to go to get your attention! But this is a fact, and it can be found on the website of the Scotch Whisky Association (“SWA”). If you’re a Scotch drinker, this news will make you very happy, as will the news that the SWA has managed to get the term Scotch Whisky registered as a certification mark in South Africa ...
The Scottish financial sector has always punched above its weight due, in large part, to its appetite for innovation and sharp business acumen, which it has successfully exported around the globe. The successful early establishment in Scotland of current account banking and the investment trust speak to this, along with the undisputed influence of the Scottish diaspora, which established many of the great financial institutions from Paris to Hong Kong ...
The oil and gas sector has seen significant changes over the past few years, led by a significant reduction in global oil prices. This has increased the focus on operational efficiency and more flexible ways of working collaboratively to alleviate the effects of protracted price deflation ...
Political uncertainty dominates the headlines, with the fallout from Brexit continuing, leadership changes in the USA and further elections soon to take place across Europe. The legal landscape in Scotland also continues to change ...
