Webinars

Past Webinars

May 4, 2022

Preparing to be a public company: reporting requirements

May 25, 2022 – 1 p.m. EDT

Among the various considerations for companies seeking to go public, companies should understand the significant public reporting requirements created by the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and the associated rules and regulations.

We’ll cover:

  • Triggers for deeming a company “public” and thus subject to the Exchange Act’s reporting requirements
  • Tests for determining filer status and implications
  • Overview of information required in periodic reports on Forms 10-K, 10-Q, and 8-K
  • Officer certification requirements under the Sarbanes-Oxley Act of 2002
  • Legal principles relating to the concept of “materiality”
  • Regulation FD
  • Requirements for Insiders (Section 16)

In this session, you’ll:

  • Understand the significant public reporting requirements created by the Securities Exchange Act of 1934 and the associated rules and regulations;
  • Learn the tests for determining filer status and implications;
  • Understand the legal principles with respect to the concept of “materiality”; and
  • Be informed of requirements for filing.

Speakers:

John Ablan

Partner, Mayer Brown

David Freed

Partner, Mayer Brown

 

*CLE is approved or in the process of approval for CLE credit. The type of credit allowed will be determined by the state governing MCLE Board. Contact cle@lexisnexis.com regarding state accreditation status.

Note:  If you are licensed in New York, this content is appropriate for both newly admitted and experienced New York attorneys.

Please Note: Recordings of CLE webinars do not qualify for CLE credit.

VIEW

May 1, 2022

Climate Change Disclosure: SEC’s Proposed New Rules & Impact on Public Companies

May 12, 2022 – 1 p.m. EDT

In a departure from existing “principles-based” disclosure requirements rooted in materiality, the SEC last month proposed rules that are prescriptive and intended to provide investors with consistent and comparable data, despite recent evidence that many companies do not find climate change-related physical or transition risks to be material to their businesses.

Our experts will cover:

  • An overview and background of the proposed new rules
  • Proposed changes to Regulation S-X affecting financial statement disclosures
  • Proposed changes to Regulation S-K affecting non-financial statement disclosures
  • Proposed scope and phase-in periods
  • Practical considerations for public companies

In this session, you’ll:

  • Learn the SEC’s proposed new rules for climate change-related disclosure and the background of the topic;
  • Understand the potential changes that would affect financial statement disclosures;
  • Understand the potential changes that would affect non-financial statement disclosures;
  • Be informed of when public companies would be affected by the proposed rules, if adopted, and also learn when/what action(s) would need to be taken.

Speakers:

J. Paul Forrester, Partner, Mayer Brown

Laura Richman, Counsel, Mayer Brown

Christina Thomas, Partner, Mayer Brown

*CLE is approved or in the process of approval for CLE credit. The type of credit allowed will be determined by the state governing MCLE Board. Contact cle@lexisnexis.com regarding state accreditation status.

Note:  If you are licensed in New York, this content is appropriate for both newly admitted and experienced New York attorneys.

Please Note: Recordings of CLE webinars do not qualify for CLE credit.

WATCH

April 20, 2022

SEC & FASB Developments (April 2022)

During this session focusing on recent developments and trends with the Securities Exchange Commission (SEC), panelists Ryan Castillo and Anna Pinedo, partners at Mayer Brown, joined by Polia Nair, Assurance Partner at CohnReznick, covered the following topics:

  • Holding Foreign Companies Accountable Act, Disclosure and Implementation by SEC and PCAOB
  • SEC amendments to Form 10-K, including an overview of new Item 9C of the Holding Foreign Companies Accountable Act and data tagging, and disclosure practices
  • Filing Fee Disclosure and Payment Methods Modernization
  • Universal Proxy
  • SEC Staff Comments on key performance indicators and non-GAAP financial measures, and enforcement actions
  • Climate Change Disclosures
  • SEC proposal on cybersecurity disclosures
  • SEC proposal on beneficial ownership reporting
  • SEC proposal on shortening the securities transaction settlement cycle

Please Note: Recordings of CLE webinars do not qualify for CLE credit.

WATCH

November 11, 2021

Preparing for the 2022 US Proxy & Annual Reporting Season

Companies have to weigh various considerations during proxy season, including the objectives of new leadership at the US Securities and Exchange Commission (SEC), reporting obligations relating to human capital and environmental, social and governance (ESG) matters, and, of course, discussing in various contexts the ongoing effects of the COVID-19 pandemic in a company’s filings.

Watch this free webinar and learn from industry experts as they provide insight on issues impacting the 2022 proxy season.

Topics included:

  • Shareholder Proposals
  • ESG matters
  • Human Capital Management
  • Board Diversity
  • Virtual Meetings
  • Say-on-Pay
  • Compensation Disclosures
  • Director and Officer Questionnaires
  • Risk Factors
  • Management’s Discussion and Analysis
  • Electronic Signatures on SEC Filings

Please Note: Recordings of CLE webinars do not qualify for CLE credit.

WATCH

September 30, 2021

SEC & FASB Developments (Sept. 2021)

During this session focusing on recent developments and trends with the SEC and FASB, Mayer Brown partners, Anna Pinedo and Brian Hirshberg, and Ernst & Young managing director, Polia Nair, examined the following topics:

  • The SEC’s amendments to MD&A and financial disclosure requirements
  • Experience with early adoption of the amendments
  • Disclosure requirements related to liquidity and critical accounting estimates
  • Areas of frequent SEC Staff comment on MD&A
  • The SEC’s amendments to Form 10-K and disclosure practice
  • Key performance indicators (KPIs) and non-GAAP measures, SEC Staff comments, and enforcement actions
  • Subpart 1400 of Regulation S-K (the successor to Industry Guide 3)

Please Note: Recordings of CLE webinars do not qualify for CLE credit.

WATCH

July 9, 2021

Best Practices for Earnings Calls and Investor Updates

Practices for public companies relating to earnings calls, earnings guidance and investor updates vary. Especially in uncertain and volatile markets, preparing for these important communications requires careful consideration of a number of factors, including the recent statements and guidance from the Securities and Exchange Commission and SEC Staff.

During this session, our experts covered:

  • Materiality and when an issuer has a duty to disclose;
  • Trend information and earnings guidance;
  • Non-GAAP financial measures and KPIs;
  • Forward-looking statements and cautionary statements;
  • SEC guidance related to COVID-19; and
  • Financings after earnings announcements and before quarterly reports are filed.

Please Note: Recordings of CLE webinars do not qualify for CLE credit.

WATCH