In what appears to be a new development, companies might increasingly be distributing their earnings releases at the same time as their quarterly reports. That’s according to securities lawyers and investor relations experts, who cite audit committee oversight as one of the key factors driving the changes in the timing of disclosures. Wolff-Reid Traditionally, companies […]
Karr Susan Schott
Posted inEthics & Culture
Lines Blur Between Law Firms, Public Relations Practices
In April of this year, The Wall Street Journal ran an unfavorable article about $349.2 million NovaStar Financial, claiming that the subprime mortgage lender had purportedly failed to comply with state licensing rules. The article led to a 30 percent stock-price dip, a class action suit, and an informal inquiry by the SEC—all in the […]
Posted inFrom the Archive
SEC Calls For Better Executive Compensation Disclosure
The Securities and Exchange Commission is considering steps that would require more meaningful and complete disclosure of executive compensation in public filings. That’s according to Division of Corporation Finance Director Alan Beller, who described the Commission’s new emphasis on compensation transparency at an industry conference in San Francisco. Beller The speech comes on the heels […]
Posted inTechnology
Where Are The Comment Letters? Don’t Hold Your Breath
Back in June, the SEC announced that it would make comment letters available to the public. Most of the letters, written by the Commission’s Corporation Finance and Investment Management divisions, provide public companies with comments on their disclosures, specifically noting where the filing could be improved or enhanced. The SEC’s plan was to release comment […]
Posted inBoards & Shareholders
NYSE Proposal May Impact Audit Committee Practices
The NYSE recently proposed to alter its corporate governance listing standards regarding audit committee meetings by clarifying that “the audit committee must meet to review and discuss the company’s financial statements and must review the company’s specific Management’s Discussion and Analysis disclosures.” The original rule only required that audit committees “discuss” the issues. The insertion […]
Posted inBoards & Shareholders
Approach To Director Communications Rule Varies
This past summer marked the six-month anniversary of the rule requiring companies to disclose the process by which shareholders can communicate with directors. Richman The rule did not state that companies had to have a process; rather, it required companies to disclose whether it has a process for communications by shareholders to directors, and if […]
Posted inBoards & Shareholders
Companies Slow To Deliver Compliance Docs Electronically
Every year, $10 billion is spent printing and distributing compliance documents—like annual reports and proxies—which most investors simply dump in the trash. Yet nearly a decade ago, the Securities and Exchange Commission gave the “thumbs up” for the electronic delivery of those compliance documents, provided investor consent was received. However, surprisingly few companies have adopted […]
Posted inAccounting & Auditing
Audit Committee Financial Experts, One Year Later
A study released on Sept. 7 by GovernanceMetrics International reported that 95 percent of U.S. companies now say they have an independent audit committee financial expert on board, up from 65 percent as reported in 2002. The increase shouldn’t be a surprise, as on July 15 we hit the one-year anniversary for the SEC’s “audit […]
Posted inFrom the Archive
Over-Disclosure: Companies Look To Differentiate Themselves
The traditional disclosure tug-of-war, in which legal and investor relations executives at public companies tussle over how much information to share with the investment community, is slowly getting pulled in the direction of “over-disclosure.” That’s according to several experts and executives involved in the disclosure process, who claim that companies are attempting to differentiate themselves […]
Posted inFrom the Archive
FASB Moves Forward With Requirement To Expense Options
Despite the recent House vote that would derail its efforts, the Financial Accounting Standards Board continues to move forward over the contentious issue of accounting for employee stock options. Thus far, the FASB has no intention of changing its December 15 proposed date of when public companies must begin to expense the value of employee-based […]