David B.H. Martin

March 2021

As the legal, regulatory, and commercial implications of coronavirus COVID-19 continue to evolve, our lawyers and advisors are helping clients navigate the complex considerations that companies around the world are facing and develop plans and strategies in response. Reach out to our COVID-19 task force at COVID19@cov.com. Below is a compendium of resources ...

April 12, 2021, Covington Alert

On April 9, 2021, the Securities and Exchange Commission (SEC) Staff reaffirmed its existing guidance concerning shareholder meetings conducted during COVID-19. The Staff guidance on select shareholder meeting topics had previously been issued during the 2020 annual meeting season. The most recent update reaffirms that guidance for meetings held in 2021. The ...

January 4, 2021, Covington Alert

On December 22, 2020, the SEC approved a rule change by the New York Stock Exchange (the “NYSE”) to allow issuers to offer and sell newly issued shares through the direct listing process (a “Primary Direct Floor Listing”). The NYSE historically has allowed direct listings only when issuers list securities on the NYSE in tandem with an offering of outstanding ...

December 8, 2020, Covington Alert

On November 24, 2020, Glass Lewis published updates to its proxy voting guidance for annual shareholder meetings to be held after January 1, 2021. The updated proxy voting guidelines primarily concern board composition, governance matters, environmental and social issues, and compensation issues. Glass Lewis also published updates to its guidance on shareholder ...

December 7, 2020, Covington Alert

On December 1, 2020, the Nasdaq Stock Market LLC (“Nasdaq”) submitted a proposal (the “Proposal”) to the Securities and Exchange Commission (the “SEC”) to amend its listing standards to require, subject to certain exceptions, new disclosures regarding director diversity. If adopted, the Proposal would require the board of a Nasdaq-listed company to have at least ...

November 20, 2020, Covington Alert

On November 17, 2020, the Securities and Exchange Commission (the “SEC”) took long-awaited action to modernize its electronic filing requirements to permit the use of electronic signatures in SEC filings. The rule amendments will become effective immediately upon their publication in the Federal Register. We expect that public companies and other filing persons ...

November 19, 2020, Covington Alert

On November 12, 2020, Institutional Shareholder Services (“ISS”) published updates to its proxy voting guidance generally for annual shareholder meetings to be held on or after February 1, 2021. The updated proxy voting guidelines primarily concern board composition, governance matters, and environmental and social issues.

November 2, 2020, Covington Alert

On September 11, 2020, the U.S. Securities and Exchange Commission (“SEC”) issued a final rule amending its statistical disclosure requirements for bank holding companies, banks, savings and loan holding companies, and savings and loan associations (“banking registrants”) in registration statements and other disclosure documents. The final rule replaces Guide 3, ...

October 22, 2020, Covington Alert

This is a playbook for a virtual meeting of shareholders of a public company. This playbook answers questions that companies may have about planning and holding such a meeting.

October 5, 2020, Covington Alert

On September 23, 2020, the Securities and Exchange Commission (SEC) adopted amendments to the shareholder proposal rule: Rule 14a-8 under the Securities Exchange Act of 1934. Rule 14a-8 requires companies that are subject to the federal proxy rules to include shareholder proposals in their shareholder meeting proxy statements, subject to certain procedural and ...

September 8, 2020, Covington Alert

On August 26, 2020, the Securities and Exchange Commission (the ”SEC”) amended the definitions of “accredited investor” in Rule 501(a) of Regulation D and “qualified institutional buyer” (“QIB”) in Rule 144A, each under the Securities Act of 1933 (the “Securities Act”). These amendments are part of the SEC’s broader effort to simplify, harmonize, and improve the ...

August 31, 2020, Covington Alert

On August 26, 2020, the Securities and Exchange Commission (SEC) adopted amendments to the business (Item 101), legal proceedings (Item 103) and risk factor (Item 105) disclosure requirements of Regulation S-K. These amendments are part of the SEC’s ongoing Disclosure Effectiveness Initiative, the goal of which is to modernize the business and financial ...

August 2020, Insights

July 27, 2020, Covington Alert

On July 22, 2020, the Securities and Exchange Commission (SEC) adopted several proxy rule amendments dealing with proxy advisory firms as part of its ongoing effort to modernize the proxy voting system. The proxy rule amendments, which were proposed in November 2019, codify the SEC’s view that proxy voting advice generally constitutes a solicitation under the ...

July 20, 2020, Covington Alert

The COVID-19 pandemic continues to present public companies with new regulatory compliance and financial reporting challenges. Adjusting the presentation of GAAP financial measures to take into account COVID-19-related expenses is one such challenge and should be considered carefully in light of the SEC’s heightened scrutiny in this area. The SEC’s Division of ...

July 9, 2020, Covington Alert

The second quarter of 2020 is the first period in which most U.S. public companies were fully confronted with challenges presented by the COVID-19 global pandemic. The SEC and its staff (the “Staff”) have recently issued a number of statements regarding disclosure considerations and updates to reporting relief that will affect various aspects of companies’ ...

June 11, 2020, Covington Alert

On May 20, 2020, the SEC adopted amendments to requirements for financial disclosures about acquired and disposed businesses. These rules have remained largely static for several decades, even as many other SEC rules and forms have undergone significant revisions in that time period. The amendments are intended to reduce the complexity and costs associated with ...

June 2, 2020, Covington Alert

Increased attention has recently been given by both investors and the Securities and Exchange Commission (SEC) to promoting clear and comparable disclosures of environmental, social and governance (ESG) factors. On May 21, the SEC's Investor Advisory Committee (Committee) debated and endorsed recommendations of the Investor as Owner Subcommittee that the SEC ...

May 14, 2020, Covington Alert

The SEC and its staff continue to respond to the COVID-19 pandemic by providing public companies and other filers with relief from certain reporting requirements, as well as rule amendments. Recently, the SEC’s Division of Corporation Finance (the “Division”) issued several frequently asked questions (“FAQs”) relating to the SEC’s March 25, 2020 Order that ...

May 13, 2020, Roll Call

David Martin spoke with Roll Call about the success of companies that consider environmental, social, and governance issues in their business models through the COVID-19 pandemic. Mr. Martin says, “The pandemic is causing companies to ask and answer questions which ESG, in some areas at least, has already been asking. What is your ability to cope with a broader ...

May 7, 2020, Covington Alert

In response to the ongoing impact of the COVID-19 outbreak, Nasdaq has adopted temporary relief through June 30, 2020 from shareholder approval requirements pertaining to the so-called “20% rule.” The relief is effective immediately and intended to give Nasdaq-listed companies additional flexibility to raise capital through private placements in situations where ...

April 29, 2020, Roll Call

David Martin is quoted in Roll Call regarding the lasting effects of coronavirus on corporate annual meetings. Mr. Martin says, “I think this year’s experience will be a real needle-mover.” He also notes that  virtual meetings also have smaller carbon footprints, an impact about which some investors are increasingly concerned. Ultimately, how big of a shift ...

April 2020, Covington Alert

This is a playbook for a virtual meeting of shareholders of a public company, with a particular focus on the unique situation facing companies due to the global coronavirus (COVID-19) pandemic. It includes answers to questions that companies may have in deciding upon and planning for such a meeting.

April 16, 2020, Covington Alert

The leading proxy advisory firms, Institutional Shareholder Services Inc. and Glass, Lewis & Co., recently published their approaches on key governance topics facing public companies during the COVID-19 pandemic. Generally, both firms seek to balance flexibility in responding to current circumstances against established corporate governance policies.

April 9, 2020, Covington Alert

The SEC and its staff have responded to the COVID-19 pandemic by providing public companies and other filers affected by the pandemic with relief from certain reporting requirements, as well as helpful disclosure guidance.

April 7, 2020, Covington Alert

Boards of directors, compensation committees and executive officers have begun to confront the impact of the COVID-19 pandemic on their compensation programs. This alert highlights key considerations for public companies as they make important decisions regarding these programs.

April 2, 2020, Covington Alert

When an executive officer or director becomes seriously ill, including due to COVID-19, U.S. public companies and foreign private issuers must consider their disclosure obligations as well as governance and other key topics. This alert discusses these considerations.

March 27, 2020, Covington Alert

The SEC has provided additional relief for public companies and other filers affected by the COVID-19 pandemic. Also, the SEC's Division of Corporation Finance (the "Division") has issued disclosure guidance regarding COVID-19 and related business and market disruptions Disclosure Guidance Topic No. 9 (the "Disclosure Topic 9"). This alert discusses the key ...

March 26, 2020, Covington Alert

Companies incorporated in the United States are required to hold annual shareholder meetings. These meetings have traditionally been held at a physical location, sometimes with the option to participate remotely. In recent years, however, some public companies have adopted virtual-only annual shareholder meetings. Due to growing concerns around the global ...

March 25, 2020, Covington Alert

The COVID-19 pandemic and its economic consequences have spurred a tremendous amount of market volatility, and many public companies can expect questions from shareholders and analysts regarding the effect of these factors on companies’ current and future operations and liquidity. The uncertainty of the pandemic’s duration and impact on the economy may lead some ...

March 23, 2020, Agenda

David Martin is quoted in Agenda regarding the increased importance for companies to take up environmental, social, and governance (ESG) issues. Mr. Martin says that in his experience, larger companies are more likely to have greater exposure to ESG risks and reputations hinging on oversight of ESG issues, so the issues are more likely to pop up in ...

March 20, 2020, Covington Alert

March 18, 2020, The Wall Street Journal

David Martin is quoted in The Wall Street Journal regarding companies’ decisions to disclose potential COVID-19 infections of executives. Mr. Martin says that while companies have leeway on executive medical disclosures, they often have a strong incentive to provide timely information. Doing so prevents employees from leaking information and investors from ...

February 26, 2020, The Wall Street Journal

David Martin is quoted in The Wall Street Journal regarding the information companies are sharing with the public about how its managing its supply chain in response to coronavirus. Deciding what to disclose depends on what companies view as financially material. In the case of coronavirus outbreak risks, a big part of that calculation so far has involved ...

January 28, 2020, Covington Alert

Critical audit matters, or “CAMs,” have been an important topic of discussion among investors, auditors, public companies and audit committees since the Public Company Accounting Oversight Board (“PCAOB”) adopted Auditing Standard 3101 (“AS 3101”) on June 1, 2017.

November 11, 2019, Covington Alert

On November 5, 2019, the Securities and Exchange Commission (SEC) proposed two rule amendments as part of its ongoing effort to modernize and improve the proxy voting system. The SEC proposed amendments to its rules governing proxy solicitations to clarify the application of such rules to proxy advisory firms making voting recommendations and to impose new ...

October 8, 2019, Covington Alert

A pharmaceutical company, Mylan, N.V., recently paid $30 million to settle an SEC enforcement action alleging multiple disclosure failures arising from an investigation by the Department of Justice.

September 27, 2019, Covington Alert

On September 26, 2019, the Securities and Exchange Commission (the “SEC”) announced the adoption of new Rule 163B under the Securities Act of 1933 (the “Securities Act”), which expands the permitted use of “test-the-waters” communications to all issuers, regardless of size or reporting status. The new rule, which the SEC proposed in February 2019, represents a ...

August 7, 2019, Wall Street Journal

David Martin is quoted in The Wall Street Journal regarding gun violence’s effect on corporate disclosures. Mr. Martin says, “People are legitimately trying to think through whether it’s responsible to put a risk factor like this in the document.” Deciding what to disclose, and which risks count as material, is more art than science. Figuring out whether a ...

April 30, 2019, Covington Alert

For the better part of this decade, the U.S. Securities and Exchange Commission (the “SEC”) has been assessing and soliciting input on, and proposing and adopting changes to, the public company disclosure regime. A principal goal of this exercise has been to improve the quality of disclosure while reducing compliance costs and other burdens on public companies. ...

February 25, 2019, Covington Alert

On February 19, 2019, the Securities and Exchange Commission (the “SEC”) proposed a new rule under the Securities Act of 1933 (the “Securities Act”) that would expand issuers’ ability to gauge potential investor interest in registered securities offerings.

January 11, 2019, Reuters

David Martin is quoted in Reuters regarding the partial U.S. government shutdown’s effect on corporate executives’ decisions on proxies. Mr. Martin said corporate clients are already calling with questions and the pace will ramp up as deadlines loom to mail out proxies. He says, “A lot of the public companies are beginning to wonder about this and worry about ...

January 7, 2019, Covington Alert

On December 18, 2018, the Securities and Exchange Commission (the “SEC”) announced that it had adopted final rules1 implementing a provision of the Dodd-Frank Wall Street Reform and Consumer Protection Act (“Dodd-Frank”) requiring public companies to make certain disclosures regarding their hedging policies and practices.

October 25, 2018, Covington Alert

On October 16, 2018, the Securities and Exchange Commission (the “Commission”) issued a Section 21(a) report of investigation (the “Report”) warning public companies about the importance of assessing the likelihood of cyber-related threats when designing internal accounting controls. The Report described the Division of Enforcement’s investigation of nine ...

October 10, 2018, Covington Alert

As described in our earlier alert, in August the Securities and Exchange Commission (the “Commission”) adopted amendments to its disclosure rules to eliminate requirements it deemed “redundant, duplicative, overlapping, outdated, or superseded” (the “Amendments”) based, in part, on other Commission rules and generally accepted accounting principles in the United ...

October 3, 2018, Covington Alert

On September 30, 2018, California Governor Jerry Brown signed Senate Bill 826 into law making California the first state to require corporations to include women on their boards of directors.

August 29, 2018, Covington Alert

The Securities and Exchange Commission (the Commission) recently adopted amendments to its disclosure rules to eliminate requirements that it deems “redundant, duplicative, overlapping, outdated, or superseded” based, in part, on other Commission rules and generally accepted accounting principles in the United States (U.S. GAAP).

August 17, 2018, Bloomberg

David Martin is quoted by Bloomberg regarding the President’s request of the Securities and Exchange Commission to study ending quarterly reporting for U.S. businesses in order to ease regulations and spur growth. Mr. Martin says “You’re probably going to get a debate where you have people saying these reports are unnecessary, and I don’t think that will ...

July 9, 2018, Covington Alert

On June 28, 2018, the Securities and Exchange Commission (the “SEC”) issued a final rule amending the definition of “smaller reporting company” (“SRC”) to expand the number of registrants that will qualify for the scaled disclosure requirements applicable to SRCs.

June 20, 2018, Faculty, ALI-CLE

April 24, 2018, Covington Alert

On Wednesday, April 18th, the SEC introduced a much-anticipated package of proposed rules and formal guidance concerning the standards of conduct for financial professionals. The more than 1,000-page proposal, which emerged eight years after Congress required the agency to conduct a study on the topic, addresses whether investment advisers and broker-dealers ...

March 15-17, 2018, Scottsdale, AZ, (Faculty), ALI-CLE

January/February 2018, The Corporate Governance Advisor

December 28, 2017, Covington Alert

On December 22, 2017, the President signed the Tax Cuts and Jobs Act of 2017 (the “2017 Tax Act”). On the same day, the staff of the SEC’s Office of the Chief Accountant and Division of Corporation Finance (the “Staff”) issued guidance regarding the 2017 Tax Act in Staff Accounting Bulletin No. 118 (“SAB 118”),1 which addresses certain financial statement ...

November 7, 2017, Covington Alert

On November 1, 2017, the staff of the Division of Corporation Finance of the Securities and Exchange Commission (the “Staff”) published Staff Legal Bulletin No. 14I (“SLB 14I”), which includes important new guidance regarding the Staff’s administration of the SEC’s shareholder proposal rule.

November 2, 2017, Covington Alert

On October 23, 2017, the Securities and Exchange Commission (the “SEC”) issued an order granting approval of a proposal by the Public Company Accounting Oversight Board (the “PCAOB”) to adopt Auditing Standard (“AS”) 3101, The Auditor’s Report on an Audit of Financial Statements When the Auditor Expresses an Unqualified Opinion, and related amendments to other ...

September 26, 2017, Covington Alert

On September 21, 2017, the Securities and Exchange Commission (the “SEC”), as well as the SEC’s Division of Corporation Finance (the “Staff”), published new interpretive guidance to assist public companies in complying with the SEC’s pay ratio disclosure rule. The new guidance addresses many questions that have been raised regarding the rule, including how a ...

September 18, 2017, Agenda

Keir Gumbs and David Martin are quoted in an Agenda article regarding the “Boardroom Accountability Project 2.0.” According to Gumbs, the companies that received the letter from the New York City Pension Funds as well as those that didn’t should understand that the issues outlined by NYC comptroller Scott Stringer reflect the current level of shareholder ...

July 25, 2017, The Wall Street Journal

David Martin is quoted by The Wall Street Journal in an article regarding the SEC's warning on initial coin offerings. The SEC's report will likely "chill the waters a bit for these offerings," says Martin.

July 5, 2017, Covington Alert

On June 29, 2017, the Division of Corporate Finance of the Securities and Exchange Commission (the “Division”) announced that it will permit all companies to submit drafts of certain registration statements to the Division on a confidential basis, expanding a popular privilege that was made available to emerging growth companies (“EGCs”) under the Jumpstart Our ...

May 2, 2017, Covington Alert

On April 19, 2017, the House Financial Services Committee (the “Committee”) released a new “discussion draft” of the Financial CHOICE Act (“CHOICE Act 2.0”), its comprehensive regulatory reform bill aimed at revising or repealing many features of the Dodd-Frank Wall Street Reform and Consumer Protection Act (“Dodd-Frank”). The Committee released the first ...

April 17, 2017, Covington Alert

On April 7, 2017, the SEC’s Division of Corporation Finance (the “Division”) issued a statement indicating that it will not recommend enforcement action to the SEC if companies subject to the SEC’s conflict minerals reporting rule only file disclosure under the provisions of paragraphs (a) and (b) of Item 1.01 of Form SD, and not under paragraph (c) of Item ...

April 11, 2017, Covington Alert

The U.S. Securities and Exchange Commission (“SEC”) has adopted amendments to its rules and forms that will require companies filing registration statements and reports subject to the exhibit requirements of Item 601 of Regulation S-K to include an active hyperlink to each exhibit listed in the exhibit index, whether or not the exhibit is incorporated by ...

March 16-18, 2017, Scottsdale, AZ, (Faculty), ALI-CLE

January 4, 2017, Covington Alert

One piece of the ongoing debate over the Securities and Exchange Commission’s use of Administrative Law Judges to adjudicate enforcement actions may be heading to the U.S. Supreme Court. On December 27, 2016, in Bandimere v. SEC, the U.S. Court of Appeals for the Tenth Circuit invalidated SEC sanctions against an individual on the ground that the ALJ who ...

December 1, 2016, Covington Alert

The Securities and Exchange Commission (the “SEC”) recently adopted rules to update and enhance registration exemptions for intrastate and regional securities offerings. The final rules amend Rule 147, a safe harbor for exempt intrastate offerings under the Securities Act of 1933 (the “Securities Act”). In addition, the final rules establish a new offering ...

September 30, 2016, Covington Alert

The U.S. Securities and Exchange Commission (SEC) continues to aggressively pursue companies using severance and other employment agreements that could be perceived to discourage employees from reporting possible securities law violations. Three enforcement actions this past summer demonstrate the need for companies to proactively review and give consideration ...

June 28, 2016, Covington Alert

The SEC’s Division of Corporation Finance (the “Division”) recently issued updated interpretive guidance on the use of non-GAAP financial measures. This guidance reflects an increasingly assertive position taken by the SEC in recent months regarding public companies’ use of numerical measures of performance, financial position or cash flows that are not ...

March 10-12, 2016, Scottsdale, AZ, (Faculty), ALI-CLE

August 10, 2015, Covington Alert

July 6, 2015, Covington Alert

May 1, 2015, Covington E-Alert

May 1, 2015, Washington, DC, (Panelist), The American Assembly and The Center for Strategic & International Studies

March 27, 2015, Covington E-Alert

March 19-21, 2015, Scottsdale, AZ, (Faculty), ALI-CLE

February 18, 2015

WASHINGTON, DC, February 18, 2015 — The BTI Consulting Group has named Covington & Burling partners David Martin, Keith Noreika, Jeannie Perron, Michael Riella, and Peter Schwartz to its 2015 “Client Service All-Stars” list for demonstrating “superior client focus, innovative thought leadership, unmatched business understanding, and outstanding results.” BTI is ...

November 10, 2014, Covington Advisory

November 5, 2014, New York, NY, (Moderator), Practising Law Institute

August 29, 2014, The New York Times

Covington's David Martin is quoted in this article regarding Luis Aguilar, a commissioner at the S.E.C., stating that he was concerned that the agency’s stance on cases involving executives who put misleading and fraudulent numbers into their financial filings might be weakening. "Mr. Aguilar’s missive goes to the heart of one of the S.E.C.’s main jobs – ...

August 18, 2014

WASHINGTON, DC, August 18, 2014 — Best Lawyers named Covington & Burling’s Stuart Eizenstat and Gregg Levy each a 2015 “Lawyer of the Year” in international trade and sports law, respectively, citing their “abilities, professionalism and integrity.” Overall, Covington lawyers received 217 individual mentions in 58 areas of law in the newly released annual survey ...

July 10, 2014, Bloomberg

Covington partner David Martin is quoted regarding Alibaba Group Holding Ltd.’s proposal for what could be the largest initial stock offering in U.S. history. "The SEC’s anticipated approval of the offering documents will follow a staff review and won’t be voted on by the full five-member commission. The process isn’t designed to judge the offering, only to ...

April 15, 2014, Covington Advisory

November 25, 2014, New York, NY, (Presenter), Practising Law Institute

March 13-15, 2014, Scottsdale, AZ, (Faculty), ALI-CLE

November 21, 2013

WASHINGTON, DC, November 21, 2013 — Washingtonian magazine has named 34 Covington & Burling attorneys as “Best Lawyers” in its December issue. The biennial list, compiled by the magazine’s editorial staff, identifies leading lawyers in the Washington area. Of the hundreds of “Best Lawyers” identified in the issue, Washingtonian spotlights 14 leading Washington ...

November 20, 2013, Newark, DE, (Panelist), Delaware Law Issues Update (Society of Corporate Secretaries and Governance Professionals, University of Delaware)

11/07/2013

WASHINGTON, DC, November 7, 2013 — Salix Pharmaceuticals, Ltd., and Santarus, Inc. announced today that the companies have entered into a merger agreement where Salix will acquire all of the outstanding stock of Santarus for $32 in cash per share, for a total value of approximately $2.6 billion. Covington & Burling LLP is advising Salix on both the acquisition ...

October 30, 2013, Covington Advisory

July 29, 2013, Covington Advisory

July 17, 2013, Covington Advisory

July 11, 2013, Seattle, WA, (Co-Presenter), 2013 National Conference, Society of Corporate Secretaries and Governance Professionals

7/10/2013

WASHINGTON, DC, July 10, 2013 — Covington & Burling advised Governance for Owners (GO) in the formation of a new, global partnership with Engaged Capital (EC) in the activist investing arena. In addition to sharing marketing efforts, EC and GO plan to collaborate to launch a global constructive activist strategy. Based in Newport Beach, Calif., EC invests in ...

July 3, 2013, Covington Advisory

May 20, 2013, Arlington, VA, (Co-Presenter), ITI Environmental Leadership Council Spring Meeting

May 16, 2013, Covington E-Alert

April 15, 2013, New York, NY, (Presenter), Practising Law Institute

April 3, 2013, Covington E-Alert

March 14-16, 2013, Scottsdale, AZ, (Faculty), ALI-CLE

3/11/2013, Bloomberg BNA Securities Regulation & Law Report

March 4, 2013, Covington E-Alert

February 26, 2013

WASHINGTON, DC, February 26, 2013 — The BTI Consulting Group has named Covington & Burling partners David Martin and Henriette Tielemans to its 2013 “Client Service All-Stars” list. The BTI “Client Service All-Stars” were singled out by general counsel and direct reports at large and Fortune 1000 organizations in one-on-one interviews. Mr. Martin, based in ...

February 12, 2013, Covington E-Alert

February 2013, Insights

January 29, 2013, Covington Advisory

January 3, 2013, Covington Advisory

2013, Journal of Investment Compliance

November 18, 2012, New York, NY, (Panelist), Practising Law Institute

September 13, 2012

WASHINGTON, DC, September 13, 2012 — Best Lawyers in America named seven Covington & Burling lawyers today as “2013 Lawyer of the Year” in their respective practice areas and cities. The selected lawyers received strong ratings from their peers for their “abilities, professionalism and integrity,” in the publication’s annual survey. Best Lawyers recognizes only ...

September 10, 2012, Covington Advisory

August 29, 2012, Covington Advisory

August 27, 2012

WASHINGTON, DC, August 27, 2012 — Covington & Burling LLP lawyers received 196 individual mentions in 57 areas of law in the 2013 edition of The Best Lawyers in America. This annual compilation of top U.S. lawyers is based on peer-review surveys and is used as a referral guide in the legal profession. The Covington lawyers recognized are as ...

August 24, 2012, Covington E-Alert

August 22, 2012, Covington E-Alert

August 1, 2012, Wall Street Lawyer

June 25, 2012, Covington Advisory

May 30, 2012, New York, NY, (Co-Chair), Practising Law Institute

May 22, 2012, Seattle, WA, (Panelist), RR Donnelley and Society of Corporate Secretaries & Governance Professionals

May 2, 2012

WASHINGTON, DC, May 2, 2012 — D.C. Super Lawyers selected 64 Covington & Burling lawyers for its 2012 list of top legal talent. Super Lawyers selects no more than five percent of the total lawyers who practice in Washington based on peer review and the publication’s independent research. Deborah Garza and Robert Long have been named among the “Top 100” for ...

April 16, 2012, New York, NY, (Presenter), Practising Law Institute

April 2, 2012, Covington Advisory

March 28, 2012, Covington E-Alert

March 15-17, 2012, Scottsdale, AZ, (Faculty), ALI-ABA

February 15, 2012, New York, NY, (Panelist), Corporate Governance - A Master Class 2012, Practising Law Institute

February 15, 2012

WASHINGTON, DC, February 15, 2012 — BTI Consulting Group named Tim Hester, chair of Covington & Burling’s management committee, as one of its 2012 “Client Service All-Stars.” The BTI “Client Service All-Stars” are North American and European lawyers who have been identified based on the unprompted, unequivocal recommendations from corporate counsel for ...

December 2011, Insights

November 30, 2011

WASHINGTON, DC, November 30, 2011 — Washingtonian magazine has named 34 Covington & Burling attorneys as “Best Lawyers” in its December issue. The biennial list, compiled by the magazine’s editorial staff, identifies leading lawyers in the Washington area. Of the approximately 800 “Best Lawyers” identified in the issue, Washingtonian included profiles of 31 ...

November 19, 2011, New York, NY, (Panelist), 43rd Annual Institute on Securities Regulation, Practising Law Institute

October 17, 2011, Covington Advisory

September 7, 2011

WASHINGTON, DC, September 7, 2011 — Covington & Burling LLP lawyers received 184 individual mentions in 56 areas of law in the 2012 edition of The Best Lawyers in America. This annual compilation of top US lawyers is based on peer-review surveys and is used as a referral guide in the legal profession. The Covington lawyers recognized are as follows: ...

August 23, 2011, The Harvard Law School Forum on Corporate Governance and Financial Regulation

August 3, 2011, Covington Advisory

June 23, 2011, Covington & Burling Webinar

June 14, 2011, Covington E-Alert

June 10, 2011

WASHINGTON, DC, June 10, 2011 — Covington & Burling LLP received 123 individual mentions and 45 practice mentions in Chambers USA 2011. The guidebook, which ranks lawyers by state and national practice area, is designed to identify the most skilled legal practitioners based on the qualities most valued by clients. Here are the Covington lawyers and practices ...

June 9, 2011

WASHINGTON, DC, June 10, 2011 — Covington & Burling LLP received 92 individual mentions and 32 practice mentions in the Legal 500 US 2011 edition.  Legal 500 reviews the strengths and strategies of law firms in more than 90 countries in Europe, the Middle East, Asia, North and South America, and the Caribbean. Here are the Covington lawyers and practices ...

June 6, 2011, West LegalEd Center

June 2, 2011, Covington Advisory

May 26, 2011, Seattle, WA, (Panelist), RR Donnelley and Society of Corporate Secretaries & Governance Professionals

May 20, 2011, Covington Advisory

May 17, 2011

WASHINGTON, DC, May 17, 2011 — D.C. Super Lawyers selected 55 Covington & Burling lawyers for its 2011 list of top legal talent. Super Lawyers selects no more than five percent of the total lawyers who practice in Washington based on peer review and the publication’s independent research. Deborah Garza has been named among the “Top 50 Women,” and Robert Long ...

April 26, 2011, New York, NY, (Presenter), Practising Law Institute

April 1, 2011, Corporate Accountability Report

March 17-19, 2011, San Diego, CA, (Faculty), ALI-ABA

February 14, 2011, (Presenter), Knowledge Congress Webcast

January/February 2011, The Corporate Governance Advisor

December 7, 2010

WASHINGTON, DC, December 7, 2010 — Covington & Burling LLP is pleased to announce that Edward Yingling, President and CEO of the American Bankers Association (ABA), will be joining the firm as a partner. His practice will focus on advising financial institutions on regulatory, transactional, enforcement, and legislative matters, with particular emphasis on ...

November 8, 2010, Covington Advisory

October 15, 2010, Covington E-Alert

August 25, 2010, Covington Advisory

August 6, 2010

WASHINGTON, DC, August 6, 2010 — Covington & Burling LLP received 138 individual mentions in 40 areas of law in the 2011 edition of The Best Lawyers in America. This annual compilation of top US lawyers is based on peer-review surveys and is used as a referral guide in the legal profession. The Covington lawyers recognized are as follows: Administrative: ...

July 29, 2010, Covington Advisory

July 22, 2010, Covington Advisory

July 21, 2010, Covington Advisory

July 21, 2010, Covington Advisory

June 24, 2010, Covington E-Alert

June 16, 2010

WASHINGTON, DC, June 16, 2010 — Covington & Burling LLP received 112 individual mentions and 44 practice mentions in Chambers USA 2010. The guidebook, which ranks lawyers by state and national practice area, is designed to identify the most skilled legal practitioners based on the qualities most valued by clients. Here are the Covington lawyers and practices ...

May 27, 2010, Covington E-Alert

May 24, 2010, Covington E-Alert

May 5, 2010, (Presenter), Federated Press Webinar

April 15, 2010, New York, NY, (Presenter), Practising Law Institute

March 19, 2010, Covington E-Alert

March 18-20, 2010, San Diego, CA, (Faculty), ALI-ABA

March 18, 2010

WASHINGTON, DC, March 18, 2010 — Forty-five Covington & Burling LLP lawyers are recognized in the 2010 Washington, D.C. Super Lawyers. The annual list by Super Lawyers selects only five percent of the total lawyers who practice in Washington based on peer review and the publication’s independent research. In addition, partners Deborah Garza and Robert Long have ...

March 16, 2010, Covington Advisory

March 12, 2010, Covington E-Alert

March 2, 2010, (Presenter), Bloomberg Podcast

January 28, 2010, Covington Advisory

January 14, 2010, Covington E-Alert

January 5, 2010, Covington Advisory

2010, Journal of Investment Compliance

December 2, 2009, (Presenter), Association of Corporate Counsel Energy Committee Webinar

11/23/2009

WASHINGTON, DC, November 23, 2009 — Twenty-five Covington & Burling LLP attorneys are recognized as “Top Lawyers” in the December issue of Washingtonian magazine. The list, compiled by the magazine’s editorial staff, identifies leading lawyers in the Washington area. Of the “Top Lawyers,” Washingtonian identified 30 as “stars of the bar.” Among them is Michael ...

November 12, 2009, (Presenter), Society of Corporate Secretaries & Governance Professionals Webinar

November 9, 2009, Covington Advisory

November 4, 2009, New York, NY, (Panelist), 41st Annual Institute on Securities Regulation, Practising Law Institute

October 29, 2009, Covington E-Alert

October 8, 2009, (Presenter), Covington & Burling Teleconference

August 11, 2009, (Presenter), National Constitution Center Audio Conference

August 7, 2009

WASHINGTON, DC, August 7, 2009 — Covington & Burling LLP received 131 individual mentions in 38 areas of law in the 2010 edition of The Best Lawyers in America. This annual compilation of top US lawyers is based on peer-review surveys and is used as a referral guide in the legal profession. The Covington lawyers recognized are as follows: Administrative: ...

August 5, 2009, Covington E-Alert

July 20, 2009, Covington E-Alert

July 16, 2009, Covington E-Alert

July 7-9, 2005, Boston, MA, (Faculty), ALI-ABA

July 6, 2009, Covington E-Alert

July 1, 2009, Covington Advisory

June 17, 2009, Covington E-Alert

June 12, 2009

WASHINGTON, DC, June 12, 2009 — Covington & Burling LLP received 100 individual mentions and 40 practice mentions in Chambers USA 2009. The guidebook, which ranks lawyers by state and national practice area, is designed to identify the most skilled legal practitioners based on the qualities most valued by clients. Here are the Covington lawyers and practices ...

June 10, 2009, Covington E-Alert

May 21, 2009, Covington Advisory

April 17, 2009, Covington E-Alert

March 27, 2009, Covington E-Alert

March 12-14, 2009, Scottsdale, AZ, (Faculty), ALI-ABA

March 2010, Bloomberg Podcasts

February 3, 2009, Covington Advisory

February 3, 2009, Covington Advisory

December 17, 2008, Covington E-Alert

November 13, 2008, (Panelist), 40th Annual Institute on Securities Regulation, Practising Law Institute

October 10, 2008, Washington, DC, (Moderator), Corporate Governance Conference, National Association of Corporate Directors

10/9/2008

NEW YORK, NY, October 9, 2008 — Covington & Burling LLP advised UBS AG in connection with its recently filed registration statement with the SEC covering $21.5 billion in novel Auction Rate Securities Rights. These Rights were issued by UBS in connection with its settlements with various securities regulators regarding UBS's participation in the auction rate ...

September 29, 2008

WASHINGTON, DC, September 29, 2008 — Covington & Burling LLP received 124 individual mentions in 40 areas of law in the 2009 edition of The Best Lawyers in America. This annual compilation of top US lawyers is based on peer-review surveys and is used as a referral guide in the legal profession. The Covington lawyers recognized are as follows: Administrative: ...

August 22, 2008, Covington Advisory

July 30, 2008, Covington Advisory

July 24-25, 2008, San Francisco, CA, ALI-ABA

June 5, 2008, Boca Raton, FL, (Panelist), 62nd National Conference, Society of Corporate Secretaries & Governance Professionals

June 16, 2008

WASHINGTON, DC, June 16, 2008 — Covington & Burling LLP received 81 individual mentions and 45 practice mentions in the newly released 2008 Chambers USA. The guidebook, which ranks lawyers by state and national practice area, is designed to identify the most skilled legal practitioners based on the qualities most valued by clients. Here are the Covington ...

6/5/2008

WASHINGTON, DC, June 5, 2008 — Covington & Burling LLP partner David Martin has been elected 2008-09 President of the Board of Trustees of the Securities and Exchange Commission Historical Society. The SEC Historical Society is a non-profit institution, independent of and separate from the U.S. Securities and Exchange Commission, which preserves and shares SEC ...

June 5, 2008, Washington, DC, (Moderator), SEC Historical Society 2008 Annual Meeting

March 13-15, 2008, Scottsdale, AZ, (Faculty), ALI-ABA

January 9, 2008, Covington Advisory

11/30/2007

WASHINGTON, DC, November 30, 2007 — Nineteen Covington & Burling LLP attorneys are recognized as “Top Lawyers” in the December 2007 issue of Washingtonian magazine. The list, compiled by the magazine’s editorial staff based on peer recommendations, identifies leading lawyers in the Greater Washington area. Of the “Top Lawyers,” Washingtonian identified 30 as the ...

October 26, 2007, Washington, DC, (Presenter), Organization for International Investment

October 10, 2007, San Francisco, CA, National Association of Stock Plan Professionals 15th Annual Conference

September 6, 2007

WASHINGTON, DC, September 6, 2007 — Covington & Burling LLP received 115 individual mentions in 38 areas of law in the 2008 edition of The Best Lawyers in America. This annual compilation of top US lawyers is based on peer-review surveys and is used as a referral guide in the legal profession. The recipients are as follows: Administrative: E. Edward Bruce and ...

August 2007, Insights

July 12, 2007, Covington Advisory

July 2, 2007, Covington Advisory

June 29, 2007, Covington Advisory

June 18, 2007

WASHINGTON, DC, June 18, 2007 — Covington & Burling LLP received 44 practice mentions and 74 individual mentions in the newly released 2007 Chambers USA guidebook. The 2007 edition of Chambers USA attempts to identify the most skilled legal practitioners throughout the country based on the qualities most valued by clients. Covington attorneys have been ...

June 7, 2007, Washington, DC, (Moderator), SEC Historical Society Annual Meeting

April 6, 2007, Covington Advisory

March 19, 2007, Covington Advisory

March 15-17, 2007, Scottsdale, AZ, (Faculty), ALI-ABA

March 5, 2007

SAN FRANCISCO, CA, March 5, 2007 — Covington & Burling LLP announced today that David Bayless has joined the firm as partner. He will be resident in the firm’s San Francisco office.Mr. Bayless was the head of the Securities and Exchange Commission’s San Francisco office from 1994 to 1999, during which time he was responsible for all enforcement and regulatory ...

March 3, 2007, Washington, DC, (Presenter), Catholic University School of Law Securities Law Program

December 28, 2006, Covington Advisory

December 19, 2006, Covington Advisory

November 30, 2006, New York, NY, (Presenter), Advanced SEC Reporting and Sarbanes-Oxley Compliance, Executive Enterprise Institute

October 18, 2006, Washington, DC, General Counsel Forum, Organization for International Investment

9/29/2006

<?xml:namespace prefix="st1"?><st1:state w:st="on">WASHINGTON</st1:state>, D.C., September 29, 2006 —  <st1:city w:st="on"><st1:place w:st="on">Covington</st1:place></st1:city> represented Hanesbrands Inc. in its recent spin-off from the Sara Lee Corporation.  Hanesbrands began trading on the New York Stock Exchange under the ticker symbol HBI on September 6. ...

September 12, 2006, Washington, DC, (Panelist), CorporateCounsel.net

August 23, 2006, Covington Advisory

July 27, 2006, Covington Advisory

July 25, 2006, (Panelist), ABA Section of Business Law Teleconference

July 20, 2006, Boston, MA, (Faculty), ALI-ABA

June 28, 2006, New York, NY, (Panelist), 2006 Legal Education Conference, National Association of Public Pension Attorneys

June 6, 2006, Tyson's Corner, VA, (Panelist), Practising Law Institute/Bowne

March 16-18, 2006, Scottsdale, AZ, (Faculty), ALI-ABA

January 18, 2006, BNA Corporate Counsel Weekly

January 9, 2006, Covington Advisory

January 7, 2006, Covington Advisory

October 2005, Insights: The Corporate & Securities Law Advisor

September 14, 2005, Washington, DC, (Presenter), Glasser LegalWorks/RR Donnelley

September 8, 2005, Washington, DC, (Panelist), TheCorporateCounsel.net Webcast

Washington, DC) (8/10/2005, (Panelist), Glasser LegalWorks/RR Donnelley Teleconference

July 26, 2005, Covington Advisory

July 8, 2005, BNA Corporate Accountability Report

June 16, 2005, Covington Advisory

June 6, 2005, Tyson's Corner, VA, (Presenter), Practising Law Institute/Bowne

March 11, 2005, Palo Alto, CA, (Presenter), Marcus Evans Software Conference

November 1, 2004, Covington Advisory

October 29, 2004, Covington Advisory

October 2004, Wall Street Lawyer

September 6, 2004, BNA Securities Regulation & Law

August 13, 2004, BNA Corporate Accountability

August 5, 2004, Covington Advisory

August 2004, Benefits Practice Center, Executive Compensation Library, Journal Reports: Law and Policy (BNA)

April 6, 2004, Covington Advisory

March 26, 2004, Covington Advisory

February 12, 2004, Covington Advisory

January 22, 2004, Coronado, CA, (Panelist), 31st Annual Securities Regulation Institute

January 12, 2004, Covington Advisory

January 2004, PLC Global Counsel Handbook on Corporate Governance and Directors' Duties

December 2, 2003, Covington Advisory

December 2003/January 2004, European Lawyer

November/December 2003, The M & A Lawyer

October 2003, European Lawyer

September 2003, Insights

July 24, 2003, Covington Advisory

June 27, 2003, Reproduced with permission from BNA's Corporate Accountability, Vol. 1, No. 23. Copyright 2002 by The Bureau of National Affairs, Inc.

June 26, 2003, Covington Advisory

June 13, 2003, Covington Advisory

May 28, 2003, Covington Advisory

May 7, 2003, Covington Advisory

May 2003, European Lawyer

April 17, 2003, Covington Advisory

February 24, 2003, Covington Advisory

February 24, 2003, Covington Advisory

February 24, 2003, Covington Advisory

February 24, 2003

February 24, 2003, Covington Advisory

2003, Covington Advisory

January 7, 2003, Covington Advisory

December 2002, Corporate Counsel

November 27, 2002, Covington Advisory

September 17, 2002, Covington Advisory

September 16, 2002, Covington Advisory

September 9, 2002, (Guest), Edward Bennett Williams Inn of Court

July/August 2002, European Lawyer

July 26, 2002, Covington Advisory

July 19, 2002, Covington Advisory