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1 week ago | 
jdsupra.com | David Bell |Ran Ben-Tzur |Wendy Grasso
Catch up on the latest SEC news, including agency guidance, tips, requests for input, and more. A group of financial services industry trade associations submitted a joint petition for rulemaking requesting that the SECamend the Cybersecurity Risk Management, Strategy, Governance, and Incident Disclosure rule adopted in 2023.
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1 week ago | 
jdsupra.com | David Bell |Ran Ben-Tzur |Wendy Grasso
Some issuers will be subject to higher FINRA fee caps beginning July 1, 2025. Section 7 of Schedule A to the FINRA By-Laws sets forth the fees associated with filing documents pursuant to the Corporate Financing Rule.
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1 week ago | 
jdsupra.com | David Bell |Ran Ben-Tzur |Wendy Grasso
On June 12, 2025, the SEC announced its withdrawal of previously proposed amendments to Rule 14a-8. The amendments, proposed in June 2022, would have essentially made it more difficult for companies to exclude shareholder proposals on the grounds of substantial implementation, duplication, and resubmission. This action was among a total of 14 such withdrawals, with the other 13 pertaining to matters overseen by the Divisions of Investment Management and Trading and Markets.
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1 week ago | 
jdsupra.com | David Bell |Ran Ben-Tzur |Wendy Grasso
The SEC’s Division of Corporation Finance recently issued a statement on Certain Protocol Staking Activities, essentially articulating the Division’s view that “Protocol Staking Activities,” do not involve the offer and sale of securities within the meaning of the Securities Act of 1933 or the Securities Exchange Act of 1934. As a result, no registration is required for persons involved in this activity, according to the statement.
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2 weeks ago | 
jdsupra.com | David Bell |Ran Ben-Tzur |Wendy Grasso
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2 weeks ago | 
law360.com | David Bell |Ran Ben-Tzur |Dean Kristy
By David Bell, Ran Ben-Tzur and Dean Kristy ( June 11, 2025, 6:11 PM EDT) -- On May 14, Texas Gov. Greg Abbott signed into law S.B. 29, which provides for significant amendments to the Texas Business Organizations Code, including codifying the business judgment rule. The amendments are effective immediately and are intended to make Texas the preferred state for incorporation.... Law360 is on it, so you are, too.
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3 weeks ago | 
jdsupra.com | David Bell |Ran Ben-Tzur |Wendy Grasso
Nevada advanced its quest to challenge Delaware as the go-to state for incorporation on May 30, 2025, when Gov. Joe Lombardo signed significant amendments to the Nevada Revised Statutes that govern corporations there. The amendments clarify the fiduciary duties of controlling stockholders, allow corporations to waive jury trials in their articles of incorporation, and permit certain holding company reorganizations, among other things.
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3 weeks ago | 
corpgov.law.harvard.edu | David Bell |Ran Ben-Tzur |Dean Kristy
corporate law, Delaware Court of Chancery, DGCL, NevadaMore from: David Bell, Dean Kristy, Ran Ben-Tzur, FenwickDavid Bell, Ran Ben-Tzu, and Dean Kristy are Partners at Fenwick & West LLP. This post is based on their Fenwick memorandum. Nevada’s legislature recently adopted Assembly Bill No. 239, which provides for significant amendments to the Nevada Revised Statutes governing Nevada corporations. The amendments have been delivered to the Governor for signature.
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1 month ago | 
jdsupra.com | David Bell |Ran Ben-Tzur |Wendy Grasso
Not to be outdone by Delaware and Texas, the Nevada Senate voted unanimously on May 21, 2025, to adopt Assembly Bill No. 239 (AB 239), which provides for significant amendments to the Nevada Revised Statutes (NRS) governing Nevada corporations. The legislation was initially proposed by the State Bar of Nevada’s Executive Committee, Business Law Section, which also prepared a memorandum summarizing the changes.
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1 month ago | 
corpgov.law.harvard.edu | David Bell |Dean Kristy |Ran Ben-Tzur
corporate law, Incorporations, Shareholders, TexasMore from: David Bell, Dean Kristy, Ran Ben-Tzur, FenwickDavid Bell, Dean Kristy, and Ran Ben-Tzu are Partners at Fenwick & West LLP. This post is based on a Fenwick memorandum by Mr. Bell, Mr. Kristy, Mr. Ben-Tzur, and Wendy Grasso, and is part of the Delaware law series; links to other posts in the series are available here.
