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SEC Staff Issues Exemptive Order for Tender of Exchange Offers for Non-Convertible Debt

In April, the Office of Mergers and Acquisitions of the SEC’s Division of Corporation Finance issued an exemptive order providing issuers and, in some cases, third party bidders with the flexibility to shorten the time period during which tender offers for equity securities must be open from 20 to 10…

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Client Alert on the SEC’s Proposed Elimination of "Baby Shelf" Limitations

We recently published a client alert on the SEC’s proposal to eliminate the longstanding “baby shelf” limitations and significantly expand access to Form S-3 and shelf registration for public companies. While the proposal remains subject to public comment and final SEC action, boards and management teams may want to begin…

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Public Company Advisory News Roundup: SEC Proposes Significant Changes to the Registered Offering Framework

The latest issue of the Goodwin Public Company Advisory News Roundup has been posted, covering the period from May 11, 2026 – May 21, 2026. The Roundup highlights the latest developments in SEC and stock exchange regulatory activity, corporate governance and other topics relevant to public company counseling and compliance. We address…

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SEC Proposes to Rescind the Climate-Related Disclosure Rules

Over two years after they were adopted, the SEC has now proposed to rescind its climate-related disclosure rules. The SEC adopted its climate-related disclosure requirements in March 2024, and those rules were subsequently challenged in proceedings that were consolidated in the U.S. Court of Appeals for the Eighth Circuit. In March 2025,…

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Client Alert on the SEC’s Proposed Changes to the Registered Offering Framework

We published on our client alert on the SEC’s proposed amendments to the Securities Act registration framework that are intended to modernize and streamline the registered offering process. Highlights include: SEC proposes significant amendments to modernize and streamline the registered offering framework under the Securities Act. The proposed amendments would significantly…

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Public Company Advisory News Roundup: SEC Proposes Amendments to Permit Optional Semiannual Reporting by Public Companies

The latest issue of the Goodwin Public Company Advisory News Roundup has been posted, covering the period from April 25, 2026 – May 8, 2026. The Roundup highlights the latest developments in SEC and stock exchange regulatory activity, corporate governance and other topics relevant to public company counseling and compliance….

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Shareholder Proposals and ESG at a Crossroads: What Boards Should Know After the 2026 Proxy Season

The Weinberg Center’s fifth annual “ESG in the Boardroom” program, titled “Shareholder Proposals at the Crossroads: Boards, ESG, and the Future of SEC Rule 14a-8,” held April 28 in Wilmington, Delaware, brought together directors, jurists, advisors, and regulators to examine a governance environment in which boards are operating with less…

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Public Company Advisory News Roundup: SEC Staff Shortens Minimum Tender Offer Period for Certain All-Cash Offerings to 10 Business Days

The latest issue of the Goodwin Public Company Advisory News Roundup has been posted, covering the period from April 10, 2026 – April 24, 2026. The Roundup highlights the latest developments in SEC and stock exchange regulatory activity, corporate governance and other topics relevant to public company counseling and compliance. We address…

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SEC Staff Extends Section 16 No-Action Relief for FPI Directors and Officers Affected by Middle East War

As Goodwin’s PCAP discussed in a recent client alert, the staff (“Staff”) of the U.S. Securities and Exchange Commission (“SEC”) Division of Corporation Finance on March 13, 2026 published a no-action letter confirming that the Staff would not recommend enforcement action for late filings by directors and officers of foreign…

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SEC Chairman Atkins on AI: Strategy, Governance, and the Discipline of Principles

On March 4, 2026, SEC Chairman Paul S. Atkins delivered remarks at the Financial Stability Oversight Council’s Artificial Intelligence Innovation Series Roundtable on Strategy and Governance Principles, outlining how the Commission is approaching artificial intelligence as both a regulatory tool and a market development. In his remarks, Chairman Atkins addressed…

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