Legal Alerts

We periodically issue brief memos to our clients and friends to alert them to developing legal or regulatory matters that may affect their business decisions or the conduct of their enterprise. These alerts are not intended and should not be construed as providing legal advice but are meant solely to inform generally on breaking developments.

•   SEC Postpones Share Repurchase Disclosure (12.18.23)
•   SEC Amends Rule 10b5-1 Insider Trading Affirmative Defense and Related Disclosure (2.1.2023)
•   Some Notable Changes to the Pennsylvania Business Corporation Law (1.23.2023)
•   SEC Adopts Rules Implementing Dodd-Frank Act Incentive-Based Compensation Clawback Provisions (10.31.2022)
•   War & Cyber Insurance Check Your Cyber Terrorism Coverage (3.1.2022)
•   SEC Proposes New Rules Relating to Insider Trading and Related Disclosures in Forms 10-Q, 10-K 4 and 5 (1.4.2022)
•   SEC Modernizes Statistical Disclosures for Banking Registrants (1.7.2021)
•   US Supreme Court Holds That “Sex Discrimination” Encompasses Sexual Orientation and Gender Identity (8.3.2020)
•   Should You Respond to the ISS Survey on Board Diversity? (7.27.2020)
•   What Happens When The Extensions Expire? (7.9.2020)
•   Loan Modifications for Customers Affected by Covid-19 (5.21.2020)
•   Low Fed Rates Favor Issuance of Subordinated Debt by Financial Institutions(5.21.2020)
•   Supply Chain Disruptions – Contracts & Creativity
•   CARES Act Highlights for Banks: Small Business Relief Will Flow Through Financial Institutions!
•   Are You Considering Postponing Your Annual Shareholders Meeting?
•   Legal Alert Virtual and Hybrid Shareholder meetings in Extraordinary Times (3/21/2020)
•   Shareholders’ Meetings in Today’s Extraordinary Environment (3/18/2020)
•   Financial Services and Medical Marijuana Alert (1/16/19)
•   Damages for Data Breach Says Pa. Supreme Court Employers Must Use Reasonable Care to Safeguard Sensitive Employee Data (11/29/18)
•   New Customer Due Diligence Rule Effective May 11, 2018: Are you Prepared? (5/10/18)
•   Considering a Transaction? Don’t Expose Yourself to Liability by Hiring an Unlicensed Investment Bank (1/18/18)
•   New Rules for Mandatory Exhibit Hyperlinks and HTML Format and Revisions to Cover Pages of Certain Exchange Act and Other Forms (5/1/17)
•   SEC Eases Rules Relating to Capital Raising (12/20/2016)
•   Effective Corporate Governance: A Defense to SEC Liability (1/25/16)
•   New Law Eases Private Resales of Restricted Securities (1/4/16)
•   Strategic Planning: Uncertainty Over the Bank Shares Tax Should Have You Thinking About Converting to a Pennsylvania State-Chartered Savings Bank (8/19/15)
•   Pennsylvania Regulations Applicable to Lending Activities of Non-Profit Organizations (7/29/15)
•   Full Benefit of JOBS Act Just Now Becoming Available to Community Bank Holding Companies (6/22/15)
•   Is the Non-Profit Board on Which You Serve Unknowingly Offering Securities? (2/9/15)
•   SEC Moratorium on Issuance of Staff No Action Letters on Certain Shareholder Corporate Governance Proposals for 2015 (1/28/15)
•   New PA Securities Exemption for DRIP Plans of SEC Reporting Companies with Optional Cash Payment Feature Whose Stock is Quoted on the Over-the-Counter Bulletin Board (7/14/14)
•   D&O Insurance – What's in Your Wallet? (3/18/14)
•   Note to Clients on Preparation, Review and Adoption of Proxy Materials (2/20/14)
•   Proposed Supervisory Guidance on Risks of Using Social Media: Is Your Institution Prepared? (2/20/13)
•   New ATM Class Action Lawsuit (4/24/12)
•   SEC Issues Guidance to Smaller Financial Institutions (4/23/12)
•   President Signs JOBS Act into Law (4/5/12)
•   Consumer Financial Protection Bureau Launches Inquiry into Overdraft Practices (2/22/12)
•   Financial Institutions and the Municipal Advisor Provisions of Dodd-Frank (2/21/12)
•   Review of Directors’ and Officers’ Liability Insurance (2/13/12)
•   SEC Finalizes Rules Regarding Shareholder Approval of Executive Compensation (1/31/11)
•   SEC Proposes Rules for “Say-on-Pay” and “Golden Parachutes” (10/19/10)
•   Update on New Proxy Access Rules (10/6/10)
•   Capital Investment Fund Created for Community Banks (9/27/10)
•   SEC Proxy Access Rules Go Effective (9/20/10)
•   SEC Adopts New Rules Providing Proxy Access for Shareholders in 2011 Annual Meeting Proxies (9/16/10)
•   Nasdaq’s New Requirement: Prompt Notification of Any Noncompliance with governance Listing Standards (6/25/10)
•   Federal Reserve, OCC, OTS, and FDIC Issue Final Guidance on Incentive Compensation (6/22/10)
•   SEC Comment Letter Process and Your Response(6/4/10)
•   SEC Adopts Say-on-Pay Proxy Rules for TARP Companies (1/13/10)
•   Preliminary Recommendations for the MD&A in the 2009 Annual Report (1/4/10)
•   New and Enhanced SEC Disclosure Requirements (12/21/09)
•   FRB Issues Guidance on Incentive Compensation Arrangements for Banking Organizations (10/26/09)
•   SEC Comment Letters and OTTI (7/15/09)
•   SEC Proposes Enhanced Proxy Disclosure Requirement (7/14/09)
•   Enhancing Public Disclosures (7/1/09)
•   SEC Proposes Rule to Facilitate Rights of Shareholders to Nominate Directors (5/22/09)
•   SEC Looks Toward “Say on Pay” (2/20/09)
•   Capital Purchase Program Deadline and Term Sheet for Non-Public Companies (11/21/08)
•   Treasury’s Ability to Unilaterally Amend the Securities Purchase Agreement Under Its Capital Purchase Program (the “Program”) (11/10/08)
•   FDIC Temporary Liquidity Guarantee Program (11/4/08)
•   New Information Regarding Treasury’s Capital Purchase Program (11/3/08)
•   FDIC Temporary Liquidity Guarantee Program (10/27/08)
•   Treasury Capital Purchase Program and FDIC Temporary Liquidity Guarantee Program (10/21/08)
•   Massachusetts Adopts Sweeping Rules Affecting Retention of Personal Data (9/25/08)
•   SEC Announces Successor to Edgar Database (8/19/08)
•   SEC to Provide Guidance on Federal Securities Implications of Company Websites (8/7/08)
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