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On November 14, the Securities and Exchange Commission (“SEC”) published its 2023 annual enforcement report which revealed a continuation of 2022’s record-setting enforcement activity.

Evaluating a broad spectrum of challenges raised by the U.S. Chamber of Commerce and others, a unanimous panel of the U.S. Court of Appeals for the Fifth Circuit recently held that the SEC failed to provide a sufficient rationale to justify its Share Repurchase Disclosure Modernization Rule (the “Final Rules”), rendering the Final Rules arbitrary and capricious.

In this program, we focused on SEC developments affecting, and practical aspects of preparing for, public companies’ annual meetings and annual reports.

Shareholder Litigation & Enforcement Partner Rebecca Fike joined Practising Law Institute's inSecurities Podcast to talk about insider trading, the SEC’s use of artificial intelligence and more.

On October 25, a panel of the Fifth Circuit Court of Appeals (the “Fifth Circuit”) upheld the Nasdaq board diversity rule in the face of challenges that (among other things) the rule attempted to improperly and unconstitutionally dictate the composition of corporate boards.

Recent enforcement actions brought by the Securities and Exchange Commission (“SEC”) signal that the SEC is paying close attention to public company financial reporting and will continue to punish misleading accounting and non-GAAP disclosure practices.

Vinson & Elkins securities lawyers discussed the 13 mistakes that keep us up at night.

Welcome to Vinson & Elkins’ Securities and ESG Updates. Our aim is to provide insights into notable developments in securities reporting and the environmental, social and governance space over the quarter.

A recent Delaware Court of Chancery post-trial decision, In re Straight Path Communications, is another example of:

Welcome to Vinson & Elkins’ Securities and ESG Updates.

In this Lexology masterclass, Rebecca Fike, Jon Solorzano and Sarah Morgan discussed how companies can navigate the at-times challenging interplay between fiduciary duties and ESG priorities.

Director of the Securities and Exchange Commission’s (“SEC”) Enforcement Division reemphasizes robust enforcement, robust remedies, and robust compliance as key priorities for the rest of 2023, while signaling an upcoming focus on private funds and enforcement sweeps for recordkeeping violations related to off-channel communications.