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Being a Public Company Director or Officer Just Got a Whole Lot Riskier ( September 2005 )
A highly significant development for Ontario’s capital markets will take place on December 31, 2005, when a new liability-for-disclosure regime comes into force. This regime will facilitate lawsuits by securityholders who buy or sell securities of public companies while there is a continuous disclosure violation. -
Seeking Seed Capital from Colorado Angel Investors ( January 2000 )
Often entrepreneurs require outside financial assistance in starting their company. When the bank does not come through and friends and family are unable to make the investment, the thought often turns to sophisticated, wealthy investors or "angels" to provide some of the initial funding or "seed capital." -
Securities Law Alert: April 7, 2004 ( April 2004 )
On March 17, 2004, Lucent Technologies, Inc. announced that the SEC staff was recommending a $25 million penalty for what it perceived as Lucent’s noncooperation during the SEC’s original investigation and subsequent to a settlement announced in February 2003, which at that time imposed <i>no penalties.</i> -
SEC Adopts Final Rules Expanding Form 8-K Disclosure Requirements and Accelerating Filing Deadlines ( March 2004 )
On March 16, 2004, the Securities and Exchange Commission (SEC) adopted amendments to Form 8-K designed to provide investors with better and faster disclosure of important corporate events. The amendments have been adopted in furtherance of the "real time issuer disclosure" mandate of Section 409 of the Sarbanes-Oxley Act of 2002. -
U.S. Supreme Court Declines Review of Ruling WhichRefused to Enforce Disclaimer of Reliance in M&AOffering Documents ( January 2004 )
On December 1, 2003, the United States Supreme Court declined to review a ruling by the Court of Appeals for the Third Circuit that revived a Rule 10b-5 securities lawsuit against Dow Chemical Company based on information it provided in connection with the sale of a subsidiary. In its ruling, the Third Circuit concluded that a buyer may be able to show reasonable reliance, an element of a 10b-5 claim, even in circumstances where there exist a non-reliance clause. -
Shareholder Approval for Equity Compensation Plans ( September 2003 )
On June 30, 2003, the Securities and Exchange Commission issued an order approving amended proposals by the New York Stock Exchange and Nasdaq Stock Market, Inc., which each expand significantly the need to obtain shareholder approval for the adoption or amendment of equity compensation plans.
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