Morgan Lewis on Securities
Fall 2004

In this Issue:

• Outside Directors and Red Flags:
  In the wake of recent corporate scandals, there has been a sharpened focus on the role of outside directors. As an example, SEC Enforcement Chief Stephen Cutler announced an intention to target outside directors for falling “asleep at the switch.”
• Obtaining a Listing on the Luxembourg Stock Exchange:
  Obtaining a listing on the Luxembourg Stock Exchange (the “Exchange”) is a process that differs in significant respects from obtaining a listing on an exchange or regulated market in the United States, or receiving an effectiveness order from the U.S. Securities and Exchange Commission in respect of a registration statement.
• Expanded New Form 8-K Requirements Became Effective in August:
  Effective August 23, 2004, public companies are now required to comply with new Form 8-K requirements. The Securities and Exchange Commission (“SEC”) has added eight new reportable items, transferred two items from the periodic reports and expanded disclosures under two existing items. The form itself has been reorganized into topical categories under a new numbering system. In addition, the filing deadline for most items is four business days after the occurrence of an event triggering the disclosure requirements of the form.
• Morgan Lewis News

For the full story, please view the PDF.