Byron B. Rooney

The SEC has historically imposed burdensome financial statement requirements on companies that issue debt that is either guaranteed by subsidiaries or secured. Because most high yield deb...

Last week, the Securities and Exchange Commission proposed broad changes to the current private offering framework. Recognizing the growing market for private investments, this is the lat...

On January 30, the Securities and Exchange Commission released interpretive guidance for companies regarding disclosure of key performance indicators and other metrics in Management’s D...

Last week the SEC issued three new Compliance & Disclosure Interpretations intended to give clarity to last spring’s rule changes that allowed companies to omit discussion of the earlie...

On December 18, the SEC proposed rules that would require resource extraction companies to disclose payments made to foreign governments or to the U.S. federal government for the commerci...

The SEC staff recently provided guidance for companies on disclosing risks to their intellectual property, technology and data arising from international operations, particularly in juris...

Yesterday, the NYSE filed a revised direct listing proposal which follows on the heels of last week’s rejection by the SEC of its prior direct listing rule proposal. The new rule propos...

The SEC today rejected the proposed NYSE rule change that would have permitted companies to raise capital in a direct listing.  The NYSE has confirmed that it plans to revise and resubmit...

The NYSE has filed a proposed rule change with the Securities and Exchange Commission that would permit companies to raise capital in a direct listing. Under the proposed rule change, an ...

Two recent Delaware decisions have made clear that courts will not give business judgment rule deference where boards of directors allegedly failed to implement or monitor oversight syste...