myCorporateResource.com--Empowering the Corporate Community

Proskauer: Extensive Implications Possible as Collective Knowledge Theory of Corporate Liability is Considered by Massachusetts Supreme Judicial Court

Jones Day: U.S. Sentencing Commission Requests Comment on Credit For Compliance Program Even When "High Level" Personnel Participated in Unlawful Conduct

Faegre & Benson: Supreme Court Decides Hertz Corp. v. Friend

DLA Piper: RiskMetrics issues guidance on new SEC proxy disclosure rules

Paul Weiss: Overview Of The 2009 Amendments To The Delaware General Corporation Law

Vinson & Elkins: The 2009 Amendments to the False Claims Act Add New Firepower to the Government’s Anti-Fraud Arsenal

Paul Hastings: Court Rejects Claims That Merger Negotiations Must Be Disclosed [Levie v. Sears Roebuck & Co]

Fulbright & Jaworski: Corporate Governance At-A-Glance

Haynes and Boone: Texas Business Organizations Code Now Applicable to All Entities

Debevoise & Plimpton: The SEC's Enforcement Cooperation Initiatives

ReedSmith: FEC Starts to Make Citizens United a Reality

Kirkland & Ellis: U.S. Sentencing Commission Proposes Changes Regarding Sentencing of Corporations

Venable: Look Before You Leap: DPAs, NPAs, And The Environmental Criminal Case

Debevoise & Plimpton: FDIC Proposes to Increase Assessment Rates for Risky Compensation Structures

Seyfarth Shaw: Compensation Committees Should Reevaluate Bonus Plans as New IRS Deductibility Rules Take Effect

Skadden: Sentencing Commission Proposes Significant Changes to Organizational Guidelines

Willkie Farr & Gallagher: BAE Reaches Global Settlement With U.S. and U.K. Authorities, Agreeing To Pay $447 Million In Fines and Ending Five Years of Bribery Investigations

Fulbright & Jaworski: Corporate Govenance At-A-Glance

Paul Weiss: Delaware Decision Signals a New Focus on Vote Buying Claims and Redefines Law on Record Holders [Kurz v. Holbrook ]

Ropes & Gray: Insights for In-House Counsel Grappling with Self-Reporting

McDermott Will & Emery: Anti-Bribery Compliance to Take Centre Stage as OECD Targets Facilitation Payments

Jenner & Block: Proceed with Caution: A Guide to Citizens United

Mintz Levin: Preparation for 2009 Fiscal Year SEC Filings and 2010 Annual Shareholder Meetings

Davis Polk: RiskMetrics’ Governance Risk Indicators (GRId) – a New Governance Measurement for Proxy Voting Reports

Davis Polk: SEC Enforcement Division Releases Detailed Information Regarding Cooperation Initiatives

Fried Frank: SEC Staff Issues C&DIs Interpreting New Disclosure Requirements Relating to Corporate Governance and Executive Compensation

Wilson Sonsini: "Governance Risk Indicators": What RiskMetrics Group's New Governance Risk Assessment Tool Means to Public Companies

Mayer Brown: United States Sentencing Commission Proposes Changes to Guidelines that Impact Corporate Ethics and Compliance

Pillsbury: How Effective Is Your Clawback?

Sullivan & Cromwell: U.S. Sentencing Commission Proposes New Requirements for Effective Compliance Programs and Seeks Comment on Reducing Penalties for Criminal Conduct Involving High-Level Personnel

Shearman & Sterling: Translating ‘Macro-Prudential Supervision’ Principles Into Law: A focus on the ‘forest’ instead of just the ‘trees’

McGuireWoods: Citizens United Shifts the Focus to Corporate Governance

Cahill: SEC Issues C&DI's Regarding Recent Release on the Enhanced Disclosure Rules for Compensation, Risk Oversight and Corporate Governance

McGuireWoods: U.S. Sentencing Commission Dangles a Compliance Carrot in Front of Corporate Defendants

Gibson, Dunn & Crutcher: Poison Pills Revisited

Lowenstein Sandler: Survey of Recent D&O Insurance Case Law

SJBerwin: Corporate governance reform in the UK

Locke Lord Bissell & Liddell: Campaign Law Update

Kelley Drye: "Don't Un-PAC Yet"

Blank Rome: Supreme Court Strikes Down Limits on Campaign Communications by Corporations and Unions

Greenberg Traurig: Supreme Court Opens the Way for Direct Corporate Participation in the Electoral Process

Baker Hostetler: Cracking Down on Misconduct by Corporate Officers—Can Corporate Liability be Far Behind?

Akin Gump: Supreme Court Overturns Restrictions on Corporate and Union Spending in Elections [Citizens United v. Federal Election Commission]

Sonnenschein: Supreme Court Dramatically Expands Ability of Corporations, Unions and Outside Groups to Influence Elections [Citizens United v. FEC]

Nixon Peabody: DOJ changes the landscape of anti-bribery enforcement

King & Spalding: The Board’s Role in Succession Planning

Ballard Spahr: SEC Implements Say-On-Pay Requirements for TARP Recipients

Wiley Rein: Special Litigation Committee and Regulatory Investigation Costs Held Covered under Corporation's D&O Insurance Policy [MBIA, Inc. v. Federal Ins. Co]

Wiley Rein: Department of Justice Announces Largest Single FCPA Investigation and Prosecution of Individuals Ever

McGuireWoods: The Best Defense is a Good Defense: Robust Anticorruption Policy Scuttles Derivative Suit Against Dow Officers and Directors [In re the Dow Chemical Co. Derivative Litig]

Nixon Peabody: “Game-Changer”? The SEC’s effort to foster cooperation with a reorganized Enforcement Division

Sullivan & Cromwell: Corporate Governance Reform May be the Theme for 2010, but Caution Should be the Watchword

Davis Polk: The FDIC Seeks Public Comment on Whether to Incorporate Compensation Programs into the Risk-Based Deposit Insurance Assessment System

Katten: Alerts for Shareholder Voting in 2010: Elimination of NYSE Broker Discretionary Voting in Uncontested Director Elections and Updates to RiskMetrics’ U.S. Policies Now Effective

Cleary Gottlieb: Board Focus 2010: Issues and Developments

King & Spalding: Recommendations in Drafting Disclosure Relating to Board Leadership and Risk Oversight

King & Spalding: The Sun Sets on the Texas Business Corporation Act: Implications for Domestic and Foreign Business Organizations in Texas

Mayer Brown: New Illinois Laws Enact Sweeping Changes to Campaign Finance, Ethics, Public Records, Lobbying and Procurement Requirements

Gibson, Dunn & Crutcher: 2009 Year-End Update on Corporate Deferred Prosecution and Non-Prosecution Agreements

Latham & Watkins: Update on Final SEC Enhanced Proxy Disclosure Rules

Davis Polk: Practical Implications of the SEC’s New Corporate Governance and Compensation Disclosure Requirements

Drinker Biddle: New Disclosure Rules for 2010 Proxy Season

King & Spalding: Opinion: Top Challenges on Boards’ 2010 Agendas

Simpson Thacher: SEC Adopts Amended Rules for Compensation and Corporate Governance Disclosure

Fulbright & Jaworski: New Year and New Regulations: All Texas Entities Now Subject to the Texas Business Organizations Code

McDermott Will & Emery: You, Too, Could Be a Lobbyist (Even If You Don’t Want to Be)

Weil Gotshal: Ten Thoughts for Ordering Governance Relationships in 2010

Lowenstein Sandler: The Intersection of Data Breach and D&O Exposure [Heartland Payment Systems]

Chadbourne & Parke: RiskMetrics 2010 U.S. Corporate Governance Policy Updates

Sullivan & Cromwell: Compensation and Corporate Governance Disclosure: SEC Staff Publishes Transition Guidance on Proxy Disclosure Rules

Debevoise & Plimpton: Have You Been Naughty or Nice? Confessing to Risky Compensation Structures (And Other New SEC Disclosure Rules)

Hunton & Williams: Setoff Rights And Bankruptcy D&O Litigation

Morgan Lewis: RMG [RiskMetrics Group] Finalizes 2010 Executive Pay Policy

Paul Weiss: SEC Adopts Changes to Corporate Governance Disclosure Requirements

Akin Gump: Top 10 Topics for Directors in 2010

Dewey & LeBoeuf: SEC Adopts New Compensation and Corporate Governance Disclosure Requirements

Skadden: SEC Adopts Amendments to Executive Compensation and Corporate Governance Disclosure

Sullivan & Cromwell: SEC Adopts Final Rules to Expand Proxy Disclosure Regarding Compensation and Corporate Governance Matters

King & Spalding: Samples of Proxy Statement Disclosure Relating to Board Leadership and Risk Oversight

Akin Gump: SEC Adopts Changes To Executive Compensation And Corporate Governance Disclosure Rules

Morrison & Foerster: SEC Adopts New Compensation and Governance Disclosure Rules

Shearman & Sterling: SEC’s New Year’s Resolution Requires Companies to Enhance Compensation and Governance Disclosure

Ropes & Gray: SEC Adopts Final Rules on Disclosure about Risk, Compensation and Corporate Governance

Cleary Gottlieb: SEC Adopts Compensation and Corporate Governance Disclosure Rule Changes

Ballard Spahr: SEC Adopts Executive Compensation and Corporate Governance Proxy Statement Disclosures Changes

Cleary Gottlieb: Compensation and Risk: Compensation Committee Actions Under New SEC Rules

Stroock: SEC Adopts Amendments to Compensation and Corporate Governance Disclosure

Duane Morris: SEC Reopens Public Comment Period for Proposal Relating to Shareholder Director Nominations

Perkins Coie: Amendments to NYSE Corporate Governance Requirements Are Effective for 2010 Annual Reports and Proxy Statements

Sullivan & Cromwell: Shareholder Proxy Access: SEC Re-opens Comment Period on Proxy Access Proposal

Drinker Biddle: The Poison Proxy Put Gets a Pushback

Weil Gotshal: House Passes Sweeping Wall Street Reform Bill Including Governance Provisions on "Say-on-Pay," Compensation Committee Independence and S.E.C. Proxy Access Authority

Davis Polk: Wall Street Reform Act Includes Say on Pay and Other Compensation Provisions

Skadden: Raising the Bar - A Postscript

Drinker Biddle: Amendments to NYSE Corporate Governance Listing Standards Approved by SEC

Wiley Rein: No Coverage under D&O Policy for Property Damage or for Amounts Incurred in Connection with Equitable Relief

Bass, Berry & Sims: NYSE Amends Corporate Governance Listing Standards

McGuireWoods: OECD Seeks to Ice Grease Payments

Akin Gump: Riskmetrics 2010 Corporate Governance Policy Updates

Latham & Watkins: Corporate Governance Commentary on Board Confidentiality

Milbank: Delaware Court of Chancery Refuses to Dismiss Action Seeking Dissolution of a Deadlocked Joint Venture [Lola Cars International Limited v. Krohn Racing, LLC, et al]

Gibson, Dunn & Crutcher: Courting Cooperators: The SEC's Effort to Motivate Individual Cooperation

Drinker Biddle: Handling Potential Whistleblowers: How Providers Can Deter Qui Tam Lawsuits

Weil Gotshal: NYSE Governance Rule Changes Take Effect January 1, 2010

Lowenstein Sandler: No D&O Coverage For Payment To Shareholder Class [Genzyme Corp v Federal Ins Co]

Ropes & Gray: Directors of Banking Organizations Face Special Liability Risks

Gibson, Dunn & Crutcher: RiskMetrics Group Releases Policy Updates for 2010 Proxy Season

Latham & Watkins: The Pros and Cons of Voluntary Implementation of Proxy Access at 2010 Annual Shareholder Meetings

Fulbright & Jaworski: Corporate Governance At-A-Glance

King & Spalding: What Boards Should Be Doing Right Now

Gibson, Dunn & Crutcher: SEC Approves Amendments to NYSE Corporate Governance Listing Standards

Mayer Brown: US SEC Approves NYSE Corporate Governance Amendments

Davis Polk: NYSE Corporate Governance Rule Changes to Take Effect January 1, 2010

Wilson Sonsini: Update on Important Considerations for Companies Preparing for the 2010 Proxy Season

O'Melveny & Myers: SEC’s Division of Corporation Finance Publishes Guidance Regarding Shareholder Proposals

Morgan Lewis: The Latest Surge in Anti-Corruption Enforcement: What Looms on the Horizon for Global Businesses and Their Leadership

Weil Gotshal: RiskMetrics/ISS Issues Policy Updates for 2010 Proxy Season: Expect More Negative Vote Recommendations in Uncontested Director Elections

Troutman Sanders: Employee Handbooks, Policy Manuals, and Codes of Ethics: Which Communication Tools Are Best for Your Organization?

Foley & Lardner: RiskMetrics Group Releases 2010 Corporate Governance Policy Updates

Skadden: RiskMetrics Group Issues Its 2010 Policy Updates

Paul Weiss: Corporate Governance Proposals in Senator Dodd’s Restoring American Financial Stability Act of 2009 Discussion Draft

Bass, Berry & Sims: RiskMetrics Revises Poison Pill Policy; On-the-Shelf Rights Plans on the Rise

Fulbright & Jaworski: Corporate Governance At-a-Glance

Paul Weiss: Disclosure Considerations for U.S. Companies

Akin Gump: IRS to Focus on Executive Compensation; Compensation Committees Should Review Approval Procedures for Performance-Based Compensation

Fulbright & Jaworski: Corporate Governance At-A-Glance

Baker & McKenzie: New Director Responsibilities and Action Items for the 2010 Proxy Season

Baker & McKenzie: Publication of New REIT Law in Spain

Davis Polk: Congressional and SEC Governance and Compensation Proposals: Scorecard and Action Plan

Wilson Sonsini: SEC Provides New Guidance on Shareholder Proposals Related to Risk and CEO Succession

Davis Polk: Dodd Bill Would Affect Corporate Governance and Executive Compensation Processes for All US Public Companies

Morgan Lewis: RiskMetrics Group Releases Proposed Changes to Proxy Advisory Policies for 2010 Proxy Season

Pepper Hamilton: What Every Corporate Counsel Should Know About Stockholder Inspection Rights

ReedSmith: Proposed New Corporate Governance Legislation

Clifford Chance: Considerations for the 2010 Proxy Season

Haynes and Boone: SEC to Allow More Shareholder Proposals Related to Risk Management and CEO Succession Planning

Kirkland & Ellis: Deal Protection — One Size Does Not Fit All

Davis Polk: Investor Protection Act Passes House Financial Services Committee

Bracewell & Giuliani: Conflicts Between U.S. And U.K. Corporate Privilege Laws

Cleary Gottlieb: New Guidance under Rule 14a-8 Regarding the "Ordinary Business Exclusion" and Shareholder Proposals Relating to Risk and CEO Succession

Skadden: Raising the Bar: A Self-Help Program For Re-Establishing Director Credibility and Combating Federal Preemption of State Corporate Law

Latham & Watkins: Corporate Governance Commentary: Proxy Access Analysis No. 4

Kirkland & Ellis: Despite Reprieve, 2010 Proxy Season Still Fraught with Peril

Mayer Brown: US SEC Staff Offers Guidance On Exclusion of Shareholder Proposals from Company Proxy Statements

Weil Gotshal: SEC Staff Provides New Guidance on “Risk-Related” and “CEO Succession” Shareholder Proposals under Rule 14a-8

Vinson & Elkins: The SEC's New Initiatives Mean Increased Scrutiny for Companies, Including Officers and Directors

McGuireWoods: SEC Staff Revise Policy for Excluding Shareholder Proposals: Climate Change Proposals Likely to Increase

Davis Polk: SEC Revises Position on Exclusion of Shareholder Proposals Related to Risk and CEO Succession

Latham & Watkins: 2009-2010 Executive Compensation Season: The Current Policy Drivers and What Public Companies Should Be Doing Now

Herbert Smith: Global convergence of the regulation of financial sector remuneration

Gibson, Dunn & Crutcher: SEC's Division of Corporation Finance Issues New Shareholder Proposal Guidance

Davis Polk: Federal Reserve Proposed Guidance: Aligning Incentive Compensation with Safety and Soundness Concerns

DLA Piper: Summary of 2009 legislative proposals regarding corporate governance

Katten: Insider Trading: A Primer

Milbank: Board's Rejection of Director's Offer to Resign Under a "Plurality Plus" Policy Is Not Sufficient, Standing Alone, to Support a Books and Records Claim Under DGCL Section 220 [City of Westland Police and Fire Retirement System v. Axcelis

Skadden: Corporate Governance and Tax Risk

Arnold & Porter: Transparency, Disclosure, and Sunshine: The Global Push for Stakeholder Accountability

Cleary Gottlieb: Communication with Financial Analysts and Related Disclosure Issues

Davis Polk: Governance Practices for IPO Companies: A Davis Polk Survey

Freshfields Bruckhaus Deringer: Remuneration and corporate governance in financial institutions

Paul Weiss: Interlocks Under Section 8 of the Clayton Act: Implications of the FTC’s Investigation of Apple and Google

Paul Weiss: SEC’s Latest Regulation FD Enforcement Action Highlights the Benefits of a Strong Compliance Program

Davis Polk: Preparing for the 2010 Proxy Season: Spotlight on Risk

Foley & Lardner: SEC Enforces Regulation FD Violation by Chief Financial Officer; Does Not Pursue Company

Sutherland: Say on Pay: It's Coming, Are You Ready?

Allen & Overy: G20 Executive Compensation Reform Proposals

Cleary Gottlieb: Financial Stability Board Releases Implementation Standards for its Principles for Sound Compensation Practices

Gibson, Dunn & Crutcher: Risk Management and the Board of Directors

Willkie Farr & Gallagher: “Just Vote No” Campaigns In Uncontested Director Elections —Renewed Vitality For The 2010 Proxy Season

Winston & Strawn: A Step-by-Step Action Plan For Conducting Executive Compensation Risk Assessments

Wiley Rein: Prior Notice Exclusion Bars Coverage for Defense of Criminal Prosecution [HLTH Corp. v. Clarendon Nat’l Ins]

Squire Sanders: Corporate Governance Reforms and Proposed Amendments to NYSE Governance Disclosures

Pillsbury: Executive Pay Reform Poses Complex Risks for Compensation Committees

Wiley Rein: Insured v. Insured Exclusion Does Not Apply to Defense of Claim Brought Jointly by Insured and Non-Insureds

Chadbourne & Parke: ‘Say on Pay’ Legislation Gains Momentum

Greenberg Traurig: D&O Liability: Recent Developments in Indemnification and Advancement Rights

Foley & Lardner: Warding Off Proxy Battles

Gibson, Dunn & Crutcher: NYSE Proposes Amendments to Corporate Governance Listing Standards; NASDAQ Solicits Comments on "Comply or Disclose" Approach to Corporate Governance

Covington & Burling: The Supreme Court Hears Oral Argument in Citizens United: How Far Will the Door Open on Corporate Political Spending?

Bass Berry & Sims: The Path Ahead: Corporate Law Current Trends and Forecasts for 2010

Mayer Brown: NYSE Proposes Changes to its Corporate Governance Rules

Foley & Lardner: NYSE Proposes Technical Changes to Corporate Governance Rules

Chadbourne & Parke: NYSE Proposes Amendments to Corporate Governance Listing Standards

Ropes & Gray: NYSE Proposes Changes to Corporate Governance Listing Standards

Faegre & Benson: NYSE Proposes Changes to Corporate Governance Listing Standards

King & Spalding: Is Your D&O Coverage Adequate?

Arnold & Porter: Current Environment Brings New Governance Challenges

Perkins Coie: Green Policies: Understanding and Addressing Compliance Risks

McGuireWoods: Corporate Governance Reform: Top 10 Suggestions to Help You Prepare

Jones Day: Proposed Changes to Proxy Disclosure Regarding Executive Compensation and Corporate Governance

King & Spalding: Harvard Law School Forum on Corporate Governance and Financial Regulation: The Board's Role In Risk Management

Shearman & Sterling: SEC Charges Individual Executives with Control Person Liability Based on Corporation's Failure to Maintain Proper Books and Records and Internal Controls [Nature's Sunshine Products]

Gibson, Dunn & Crutcher: The Need for a Principled Approach to Compensation Reform

Littler: Employees Alleging Labor Violations by Foreign Suppliers Cannot Proceed Against U.S. Companies Based on Code of Conduct Clause in Supply Contracts [Doe v. Wal-Mart Stores]

White & Case: The House of Representatives' Corporate and Financial Institution Compensation Fairness Act

Weil Gotshal: Task Force of the ABA Committee on Corporate Governance Issues Report on the Delineation of Governance Roles and Responsibilities

Ropes & Gray: House Approves Legislation Regulating Financial-Institution Compensation and Requiring Say-on-Pay and Compensation Committee Independence

Dewey & LeBoeuf: House of Representatives Passes Corporate and Financial Institution Compensation Fairness Act of 2009

Cleary Gottlieb: House Passes the Corporate and Financial Institution Compensation Fairness Act of 2009

Skadden: U.S. Corporate Governance Today: A Reshaping of Capitalism -- Follow-up Discussion of Executive Compensation

Skadden: U.S. Corporate Governance Today: A Reshaping of Capitalism

Cleary Gottlieb: Summary of the Corporate and Financial Institution Compensation Fairness Act of 2009

Fried Frank: UK Corporate Governance: A Radical Shift in the Landscape?

Squire Sanders: Irate Investors: Prepare for Shareholders Looking for More Board Say

Bingham: Recent Executive Compensation and Corporate Governance Developments — A Changing Landscape

Latham & Watkins: Proxy Access Analysis No. 3- Some Suggestions for Public Company Responses to the Pending SEC Proxy Access Rule Proposal

Sutherland: What Will Proxy Access Mean? The Debate Over Proxy Access

Shearman & Sterling: SEC Proposed Amendments – Proxy Disclosure, Solicitation Enhancements and NYSE Rule 452

Willkie Farr & Gallagher: SEC Issues Guidance On “Say-On-Pay” Vote For TARP Recipients

Skadden: SEC Proposes Enhanced Proxy Disclosures and Approves Elimination of Broker Discretionary Voting in Director Elections

McDermott Will & Emery: SEC Eliminates Broker Discretionary Voting in Director Elections, Proposes Changes to Disclosure & Other Requirements Regarding Corporate Governance & Compensation

King & Spalding: Key Takeaways from the 2009 Proxy Season and Preparing for 2010: A Primer for Public Company Directors

Gibson, Dunn & Crutcher: SEC Proposes Rules on "Say On Pay" for TARP Recipients, Proposes Enhanced Corporate Governance Disclosures and Proxy Solicitation Rule Changes, and Approves Final Rule on Broker Discretionary Voting

Faegre & Benson: SEC Proposes Revised Proxy Rules to Facilitate Shareholder Nominations of Directors

O'Melveny & Myers: Elimination of Broker Discretionary Voting in Director Elections

Kirkland & Ellis: Delaware Adopts Important Amendments to its General Corporation Law

Wilson Sonsini: U.S. Representative Peters Introduces Shareholder Empowerment Act of 2009

White & Case: Global Code of Conduct Drafting Checklist (part 1)

Bingham: “Proxy Access”: SEC Proposes Rules to Facilitate Director Nominations by Shareholders

Milbank: SEC Proposes Long-Awaited Proxy Access Rules

Weil Gotshal: Corporate Governance Initiatives Emphasize Concerns Regarding Executive Compensation

Jones Day: SEC Proposes New Rules Facilitating Shareholder Nominations of Directors

Sullivan & Cromwell: Shareholder Proxy Access: SEC Publishes Proposed Rule Providing Shareholders Access to Company Proxy Statements for Director Nominations

Goodwin Procter: SEC Issues Release for Proxy Rule Amendments Relating to Shareholder Nomination of Directors

Dewey & LeBoeuf: The Shareholder Bill of Rights Act of 2009

Akin Gump: Treasury Department and SEC Address Plans for Reforming Executive Compensation

Sullivan & Cromwell: San Antonio Fire & Police Pension Fund v. Amylin Pharmaceuticals, Inc.: Delaware Chancery Court Rules that Indenture Permits the Board to Approve as Continuing Directors Persons Nominated by Stockholders in Opposition to the S

Gibson, Dunn & Crutcher: Delaware Court of Chancery Rules on "Poison Puts" [San Antonio Fire & Police Pension Fund v. Amylin Pharmaceuticals, Inc]

DLA Piper: Do Your Corporate Policies Consider Social Media?

Arnold & Porter: Evolving Expectations on Boards of Directors and Management Teams in Corporate Compliance

White & Case: Global HR Hot Topic: Global Code of Conduct Drafting Strategy

Jones Day: Conducting an Effective Internal Corporate Investigation: Best Practices, Pitfalls to Avoid

White & Case: Proposed US Shareholder Rights Bill of Rights Act of 2009

Duane Morris: U.S. Senate and SEC Corporate Governance Proposals

Latham & Watkins: Proxy Access Rule Proposal Approved by SEC

Gibson, Dunn & Crutcher: SEC Enforcement Action Focuses on Investment Adviser's Proxy Voting Policies and Procedures

Weil Gotshal: SEC Proposes New Rule Mandating Proxy Access

Milbank: Delaware Court of Chancery Refuses to Dismiss Claims Brought Against LLC’s Managing Member and the Individual Who Controlled the Managing Member [Bay Center Apartments Owner, LLC v. Emery Bay PKI, LLC]

Latham & Watkins: Senator Schumer’s Shareholder Bill of Rights

Paul Hastings: What to do When the Government Knocks on Your Company’s Door

Gibson, Dunn & Crutcher: Recent State and Federal Corporate Governance Developments

Vinson & Elkins: Delaware General Corporation Law Amended to Protect Director and Officer Indemnification Rights

Debevoise & Plimpton: Recent SEIU Demand Letters Concerning Executive Pay Raise Key Considerations for Responding Boards of Directors

Morrison & Foerster: Broadcom Ruling Highlights Potential Pitfalls in Internal Investigations

Schulte Roth & Zabel: Pro-Shareholder Amendments to Delaware General Corporation Law Proposed

Winston & Strawn: Federal Appeals Court Demolishes Defenses Against MARPOL Prosecutions

Weil Gotshal: Ten Areas for Enhanced Board Focus in 2009

Paul Hastings: Interested Party Transactions: Lessons from Loral

Paul Hastings: Shareholder Proposals, Proxy Access and the Current Proxy Season

K&L Gates: A Guide to Political and Lobbying Activities

Milbank: Renewed Focus on Takeover Defenses: Re-Tooling Advance Notice Bylaws and the Return of Stockholder Rights Plan

Milbank: Federal District Court Tackles Delaware Law on Minority Stockholder Rights in Short-Form Mergers

Gibson, Dunn & Crutcher: Director and Officer Indemnification and Insurance in Turbulent Times

Blank Rome: Ten Bylaw Amendments That May Lessen Your Company’s Vulnerability to a Shareholder Activist and Prevent It from Being a Sitting Duck This Proxy Season

White & Case: Advancement and Indemnification of Legal Fees to Directors and Officers in Light of Recent Case Law

White & Case: Who is Overseeing the Proxy Advisors?

Holland & Knight: SCC Launches Campaign for More Transparency and Disclosure in Proxy Matters

Shearman & Sterling: Corporate governance and directors’ duties

Jenner & Block: New Obstacles in Setting the Tone at the Top ... and Some Solutions

Covington & Burling: Contributing to the Presidential Inauguration Committee, the Transition, and Gift Rule Restrictions in Post-Election Washington

Akin Gump: Rules Governing Contributions to Recounts and Runoffs

Haynes and Boone: Best Practices for Corporate Governance and Compliance (Book Chapter)

Jones Day: Nominating and Governance Committee Action Items for Autumn 2008: No Time To Waste

McDermott, Will & Emery: Potential Impact of Current Economic Conditions on Nonprofit Governance

Jones Day: Talk to Me: Designing An Effective Board Evaluation Process

WilmerHale: SEC Approves Revised Rule for Auditor Communications to Audit Committees About Independence

Quarles Brady: A "Pay-to-Play" Law Is On Its Way to a Jurisdiction Near You

King & Spalding: Directors & Boards: Boardroom Briefing--Key Issues in Board Self-Evaluations

King & Spalding: Playing the Political Game While Avoiding Prosecution: Corporate Executives Must Understand the Rules of Campaign Finance

Mayer Brown: A New Approach To Compliance: True Corporate Leniency for Executives

Latham & Watkins: Rule 10b5-1 Plans: Recommended Guidelines for Managing Risks in the Current Environment

Jones Day: Recent Delaware Court Rulings Highlight Need for Review of Director Indemnification Arrangements

Hogan & Hartson: NYSE and Nasdaq Revise Director Independence Tests

DLA Piper: Nasdaq Modifies Definition of “Independent Director”

DLA Piper: How good is your governance?

Paul Hastings: Revisiting Advance Notice Bylaws in Light of Recent Delaware Decisions

King & Spalding: Lead Director Network ViewPoints-Issue 1: The Role and Value of the Lead Director

DLA Piper: SEC Staff Updates Disclosure Interpretations

Goodwin Proctor: Delaware Supreme Court Invalidates Bylaw Mandating Expense Reimbursement in Contested Elections

Morrison and Foerster--Mandatory Ethics Rules for Companies Contracting with US Government

Latham and Watkins--A Practitioner’s Guide to Electronic Shareholder Forums

Latham and Watkins--Permissable Political Involvement of Corporations in Federal Elections