Tomb Roberts & Bucio, LLP

Business Newsletter

DUTY OF LOYALTY
 
DISCLOSURE OF A CORPORATE OPPORTUNITYMore...
 
Directors' Duty of Care
 
The duty of care requires a director to make business decisions in the best interests of the corporation in good faith, with due diligence, and with the skill and judgment of an ordinary person under the circumstances. Claims for breach of the duty of care that involve a failure to act typically allege that directors did not adequately supervise corporate executives or key employees.More...
 
Investment Manager Reports To Be Filed With the Securities and Exchange Commission
 
Institutional investment managers must report to the Securities and Exchange Commission on Form 13F those securities registered under Section 13(f) of the Securities Act of 1933 over which the investment managers exercise discretion. More...
 
Independent Director Audit Committee Requirements for New York Stock Exchange Companies
 
Independent directors must make up the majority of the board of directors of a company listed on the New York Stock Exchange. In addition, listed companies must have several committees made up entirely of independent directors, including the Audit Committee.More...
 
Section 31 or SEC Transaction Fees
 
Under Section 31 of the Securities Exchange Act of 1934, 15 U.S.C.S. § 78ee, the Securities and Exchange Commission recovers costs of regulating securities markets and transactions. Section 31 fees, which exceeded $1 billion in 2004, are "designed to recover the costs to the Government of the supervision and regulation of securities markets and securities professionals, and costs related to such supervision and regulation, including enforcement activities, policy and rulemaking activities, administration, legal services, and international regulatory activities." 15 U.S.C.S. § 78ee(a).More...
 
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