Publications

Notice and Access Decision Point: Planning for a Successful Proxy Process under the New Rules

Overview of three primary options––and benefits and risks of each approach––to comply with new rules requiring all public companies to post their proxy materials on the Internet by January 1, 2009. Compliance for large accelerated fillies, excluding registered investment companies, is required January 1, 2008.
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Related Materials: Final Rule | Proposed Rule | Press Release | Legal Analysis |

Proxy Rules Handbook

Handy soft-cover collection of SEC statutes and rules governing preparation of proxy materials.
Issued annually. 2007–2008 edition (rules as of October 1, 2007) published December 2007. Updates online. $25.
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The SEC's New Compensation Disclosure Rules
Kirkland & Ellis LLP, Chicago, Washington, D.C., and New York

Legal memorandum summarizing selected significant aspects of new compensation disclosure rules, including compensation discussion and analysis, summary compensation and other tables, disclosure of certain relationships and related party transactions, Form 8-K disclosure, and other corporate governance matters.
Published December 2006.
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Guide to the IPO, 6th Edition
Steven E. Bochner, Jon C. Avina, and Adjana A. Pachkova of Wilson Sonsini Goodrich & Rosati, Palo Alto

Overview of the decision to go public, the process of doing so, and the requirements thereafter. A concise, nontechnical resource for CEOs, CFOs, and the investment community, or anyone interested in the procedure and implications of taking a company public.
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Federal Securities Laws: Selected Statutes, Rules and Forms

Annual soft-cover compilation of relevant SEC material for public companies, the securities industry, and their professional advisors, expertly selected and indexed. Coverage includes selected portions of the Securities Act of 1933, the Securities Exchange Act of 1934, and the Trust Indenture Act of 1939 plus related rules, regulations, and forms.
Issued annually. 2007 edition published January 2007. Updates online. $80.
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The High Yield Offering: An Issuer's Perspective, 2nd Edition
Gerald T. Nowak of Kirkland & Ellis LLP and Mark B. Tresnowski of Madison Dearborn Partners, LLC

Designed especially for CFOs and their advisers, expert analysis of the legal issues and events in structuring and offering high yield notes, from preparing the offering memorandum to negotiating the terms of notes to effecting the post-transaction registration of the notes.

Coverage includes––Gearing up for the offering. Managing the process. The offering memorandum. The credit parties. The covenant package. The A/B exchange. Living with the high yield indenture. The Sarbanes-Oxley Act. Rule 144A. Appendixes: Annotated high yield indenture covenants. Sample timeline. Significant provisions of Sarbanes-Oxley. Sample prospectus material, D&O questionnaire, and letter to SEC.

Paperback 166 pp. Published Fall 2006. $25.
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