For decades, U.S. securities regulation treated foreign private issuers (“FPIs”) with ‘home country deference,’ offering accommodations based on the premise that robust local oversight rendered many U.S. requirements duplicative. Over time, however, that premise has begun giving way to ‘domestication’: a move to align FPIs with U.S. reporting norms, at least in part based on
Gilat Abraham Zaefen
Section 16(a) Reporting for Foreign Private Issuers
Effective March 18, 2026, foreign private issuers, or FPIs, will be subject to the reporting requirements under Section 16(a) of the Securities Exchange Act of 1934. Below, we outline what this means for FPIs, their officer and directors, and how you can get ready to comply.
What are Foreign Private Issuers?
FPIs are non-U.S. companies…
Executive Order Targets Proxy Advisors and Related DEI & ESG Policies
By Gilat Abraham Zaefen & Carlos E. Juarez on
On December 11, 2025, the President signed an Executive Order titled “Protecting American Investors from Foreign-Owned and Politically-Motivated Proxy Advisors” (the “EO”). The EO focuses on the influence of proxy advisory firms, specifically Institutional Shareholder Services (“ISS”) and Glass, Lewis & Co. (“Glass Lewis”). According to the EO, ISS and Glass Lewis control over 90%…
SEC Disclosure Issues & Developments for FPIs and Preparing Your 20-F Filing
- Financial reporting issues, including non-GAAP/non-IFRS disclosures
- Policy