Public Company Advisory: Q1 2024 SEC Snapshots

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The members of Maynard Nexsen’s Public Company Advisory Practice counsel public companies and companies aiming to become public on the full range of matters shaping their governance and operation in the public markets. As a continued service to our clients, we provide a quarterly summary of important developments affecting public companies. Top trending items for the first quarter of 2024 are listed below (in chronological order and with embedded links to the source materials):

• The SEC issued updated guidance on confidential treatment requests (January 8, 2024)
• Blackrock issued its proxy voting guidelines for 2024 (January 19, 2024)
• PwC published a guide for directors on ESG and sustainability oversight (January 20, 2024)
• The SEC adopted final rules governing disclosure and other requirements for special purpose acquisition companies (SPACs) (January 24, 2024)
• Ideagen published a study on critical audit matters (January 29, 2024) (free registration required)
• The NYSE issued a statement on the requirement for clawback policies for debt-only issuers (January 31, 2024)
• The NYSE issued its annual compliance guidance memo for issuers (January 31, 2024)
• The SEC Chief Accountant issued a statement on audit quality (February 5, 2024)
• Vanguard issued its proxy voting guidelines for 2024 (February 8, 2024)
• The SEC published a notice regarding the vacated share repurchase disclosure rule (February 9, 2024)
• SEC Chair Gensler gave a speech addressing the risks and disclosure issues associated with artificial intelligence (AI) (February 13, 2024)
• The SEC issued guidance on submitting inline XBRL filing fee exhibits (February 15, 2024)
• The International Federation of Accountants and the AICPA published a study of sustainability disclosure and assurance trends (February 22, 2024)
• The PCAOB reopened the comment period on its proposal to amend its auditing standards on the auditor’s responsibility for considering a company’s noncompliance with laws and regulations (February 26, 2024)
• The SEC adopted final rules for climate-related disclosures (March 6, 2024)
• Ten states filed a petition in the Eleventh Circuit challenging the constitutionality of the SEC’s final rules on climate-related disclosures (March 6, 2024); the action was subsequently consolidated with others and transferred to the Eighth Circuit (March 21, 2024); and the rules were stayed by the SEC after quarter end (April 4, 2024)
• The SEC imposed $1.25 million in penalties against Skechers U.S.A. Inc. for failure to disclose related party transactions (March 7, 2024)
• Deloitte published a report on audit committee practices (March 12, 2024)
• S&P released a survey of current climate disclosure practices (March 12, 2024)
• The SEC adopted of technical amendments to the share repurchase disclosure requirements (March 19, 2024)
• State Street Global Advisors published its Global Proxy Voting and Engagement Policy (March 25, 2024)
• ISS published a study on AI governance (March 25, 2024)
• PwC published its 2024 proxy season preview (March 26, 2024)
• Blackrock released its annual chairman’s letter to investors (March 27, 2024)
• The SEC published an investor bulletin addressing the new T+1 settlement cycle, which applies to all applicable securities transactions occurring on or after May 28, 2024 (March 27, 2024)

For additional information about any of the above developments, or to discuss any questions that you may have, please contact a member of Maynard Nexsen’s Public Company Advisory Group.

This Client Alert is for information purposes only and should not be construed as legal advice. The information in this Client Alert is not intended to create and does not create an attorney-client relationship.