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The Corporate Counsel: May-June 2019
- Proxy Statement Strike Suits: Everything Old is New Again
- Why Do Plaintiffs Like These Targets?
- What Should You Do Now to Avoid a Problem?
- What Should You Do If You Get a Demand Letter?
- When, Why & How to Amend an Exchange Act Report
- Amendments Required by Specific Form Line Items
- Amendments Prompted by Staff Comments
- Other Circumstances Requiring Amendments
- What Doesn't Necessarily Require an Amendment?
- Why Might You Amend When It's Not Required?
- Events That Happen After You File but Before the Report's Due Date
- You Can't Use a Later Report to Fix an Earlier Report
- Consequences of Failing to Amend When Necessary
- Mechanics of Amendment
- Should You Update the Report When You Amend It?
- 8 Key Takeaways for Amending Exchange Act Reports
The Corporate Executive: March-April 2019
- The SEC Adopts Final Rules on Disclosure of Hedging Policies
- Triggering a Good-Reason Termination
- IRS Issues Guidance on Section 83(i)
- Defining Stock FMV as Prior-Day Close Buys Time for Tax Calculations
- Using Prior-Day Close to Facilitate RSU Payouts
- Rules Requiring Suspension of Contributions After Hardship Withdrawal from 401(k) Plans Are Changing
- "The SEC All-Stars": A Frank Conversation
- Updated: Dunshee & Romanek's "The Corporate Governance Treatise"
The Corporate Counsel: March-April 2019
- Board Minutes: Best Practices for Everyone's Least Favorite Task
- Why Do Minutes Matter?
- The Importance of Setting the Stage: Agendas & Board Materials
- Putting Pen to Paper: Drafting the Minutes
- Address Director Notes to Preserve Minutes as the Definitive Record
- What About the Corporate Secretary's Notes and Draft Minutes?
- Five Key Takeaways About Your Board Minutes
- Now, Therefore, It Is RESOLVED: Drafting Board Resolutions
- Early Bird Registration: Our "Proxy Disclosure/Executive Pay Conferences"
- 2019 Executive Compensation Disclosure Treatise
The Corporate Executive: January-February 2019
- Changes to ISS Policies for 2019
- Compensation Policies
- Equity Compensation Plan FAQs
- Year 2 of the CEO Pay Ratio Disclosure: Some Investors Want More Details
- Lessons Learned from 2018 Disclosures
- Disclosure Should Be Easier for Most Companies in 2019
- Renewed Interest and Shareholder Activism for the CEO Pay Ratio Disclosure
- What to Do Now
- SAP's Outside-the-Box ESPP
- How SAP's Plan Works
- Potato, Potahto, Match, Discount
- Pros and Cons of Open Market ESPPs
- Why a Non-Qualified Plan?
- Tax Withholding
- Lookback and a Match?
- Bifurcated ESPPs: Qualified in U.S. and Match Outside U.S.?
- Early Bird: "Proxy Disclosure Conference"
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