Capital Markets & Securities Law Watch
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November 2, 2022
|14 min read
Updates on Audit Oversight Cooperation Between U.S. PCAOB and Chinese Authorities
On August 26, 2022, the U.S. Public Company Accounting Oversight Board (the PCAOB) announced a Statement of Protocol (the SOP) with the China Securities Regulatory Commission (the CSRC) and Ministry of Finance of China (MOF) in respect of cooperation on the oversight of PCAOB-registered public accounting firms based in mainland China and Hong Kong. This represents a first and meaningful move to address the decade-long audit oversight conflict between the PCAOB and regulators in the People’s Republic of China (the PRC).
November 30, 2021
|5 min read
SEC Approves Universal Proxy Card Requirement
On November 17, 2021, the Securities and Exchange Commission (SEC) adopted amendments to the federal proxy rules to require the use of a universal proxy card in public solicitations involving contested director elections where a dissident shareholder seeks to solicit proxies for a slate of candidates other than the company nominees. The universal proxy rules will become effective for any shareholder meeting involving a contested election held after August 31, 2022.
November 17, 2021
|2 min read
SEC Approves PCAOB Framework for Determinations under Holding Foreign Companies Accountable Act
On November 5, 2021, the SEC approved Rule 6100, Board Determinations Under the Holding Foreign Companies Accountable Act, of the Public Company Accounting Oversight Board (PCAOB). Rule 6100 establishes a framework for the PCAOB’s determinations under the Holding Foreign Companies Accountable Act (HFCAA) that the PCAOB is unable to inspect or investigate completely registered public-accounting firms located in a foreign jurisdiction because of a position taken by an authority in that jurisdiction. Rule 6100 is effective immediately.
July 20, 2021
|1 min read
SEC Investigates PCAOB Chairman and Removes Entire Board
On June 4, 2021, the Securities and Exchange Commission (SEC) removed Chairman William Duhnke of the Public Company Accounting Oversight Board (PCAOB), the auditor watchdog.
December 22, 2020
|4 min read
New Law to Deny Chinese Firms Access to U.S. Capital Markets
On December 18, 2020, President Trump signed into law the “Holding Foreign Companies Accountable Act” (the Act), requiring foreign companies and their auditing firms to submit to U.S. regulator inspections of their audits—or face trading prohibitions on U.S. stock exchanges and over-the-counter markets for failure to have an inspection for three consecutive years.
November 30, 2020
|7 min read
Division of Corporation Finance Issues New Guidance on Disclosures for China-Based Issuers
On November 23, 2020, the Division of Corporation Finance (the Division) of the U.S. Securities and Exchange Commission (the SEC) released new disclosure guidance on the Division’s views regarding disclosures for companies based in, or with the majority of their operations located in, China.