Practising Law Institute: Annual Disclosure Documents 2016

Practising Law Institute: Annual Disclosure Documents 2016

Speaking Engagement

Stay current on disclosure requirement changes and developments affecting annual disclosure documents and proxy soliciting materials prepared by SEC reporting companies. Hear from the SEC staff and our faculty, who will focus on current "hot issues," best practices and practical pointers. The upcoming reporting season appears headed towards being another interesting one, with significant events and uncertainties covering a wide spectrum of matters affecting public company disclosures. These include the Dodd-Frank Act mandated compensation-related rulemaking by the SEC; non-GAAP and other financial disclosures; domestic and international economic, political and regulatory uncertainties and developments; cybersecurity; and climate change disclosure trends. Ethics and whistleblower developments impose even further challenges on both in-house and outside counsel. The faculty will discuss key areas of staff comment, staff review priorities and interpretations, disclosure drivers and best practices, and "must know" accounting developments affecting financial disclosures.

WilmerHale Partner Lillian Brown will speak on the following three panels:

The Current State of Clawback Requirements and Considerations (11:30 a.m.)

  • Current status of SEC rulemaking
  • Review of clawback policies
  • Impact of other laws and regulations
  • Practical considerations in implementing a clawback program

Corporate Governance and Shareholder Proposals (1:30 p.m.)

  • Overview of the 2016 shareholder proposal season; what is anticipated for 2017
  • Shareholder proposals:  tips on how to handle them;  how to be alert to changes in staff positions
  • Developments in corporate governance practices and disclosures

Solicitation Issues Related to Securities Offerings (2:45 p.m.)

  • Getting the vote out
  • Proxy advisory firms
  • Communications with shareholders
  • Shareholder activism

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