Newsletters

Tracking or Targeted Stocks

In addition to common stock, companies may issue what is known as tracking or targeted stock. For example, a large automaker that acquired a company in the computer industry issued a tracking stock that tracked the performance of the acquired company once it began operating as a division of the automaker.

Independent Director Requirements for Nasdaq Listed Companies

The Nasdaq Stock Exchange, Inc., has adopted Rule 4350(c)(1), which requires that every company listed on Nasdaq must have independent directors as the majority of the company's board of directors. Each listed company must publicly disclose which of its directors are considered independent by identifying the independent directors in the company's annual meeting proxy statement or in the company's annual report on Securities and Exchange Commission Form 10-K.

Arbitration of Securities Disputes

Although persons may not be required to arbitrate rather than litigate their claims, they may by contract agree to arbitrate any claims that arise under the contract.

The Federal Antitrust Law Exemption for State Action

Federal antitrust laws are considered inapplicable to economic regulation by the States. In Parker v. Brown, 317 U.S. 341 (1943), the Supreme Court reasoned that in the "dual system of government" of the United States, any subtraction by Congress from the sovereign powers of the states must be explicitly stated. Nothing in the Sherman Act (the first federal antitrust law) or in the legislative history of the Sherman Act indicated a Congressional intent to subject state regulatory activities to the Sherman Act.

Protection for Toxic Substances Control Act Whistleblowers

Protection for Toxic Substances Control Act Whistleblowers