The 10-K filings trickling into the Securities and Exchange Commission offer a glimpse into how companies are handling the new disclosures required under a number of recent SEC rule changes. From the looks of filings so far, issuers’ approaches to one new rule—the required disclosure of unresolved SEC staff comments—are all over the map. Broc […]
Melissa Klein Aguilar
Posted inBoards & Shareholders
Exec. Comp, Majority Voting to Rule 2006 Meeting Season
Spring is in the air, and so the 2006 annual meeting season gets underway—with executive compensation and majority voting for directors expected to dominate this year’s shareholder confabs. Both issues come as little surprise. Executive pay looms large because the Securities and Exchange Commission is proposing a far-reaching overhaul of compensation disclosure, long a sore […]
Posted inInternal Controls
SEC Advisory Committee To Discuss 404 Exemptions
As the deadline for its much-anticipated final report to the Securities and Exchange Commission draws near, the SEC Advisory Committee on Smaller Public Companies announced plans to meet by phone on April 12 to discuss the exposure draft of its report. The draft report includes, among other ideas, a controversial proposal to exempt the smallest […]
Posted inEthics & Culture
Setting The Benchmark For Compliance Programs
Benchmarking compliance efforts among companies has been one of the more prized, if elusive, ideas in corporate governance circles in the last several years. Now one professional association has shed some light on the subject. The nonprofit Open Compliance & Ethics Group has released key findings of its 2005 Benchmarking Study, based on responses from […]
Posted inInternal Controls
No Audit Burden In Canadian Version Of SOX 404
As members of the U.S. business community grapple whether small public companies should be exempt from part or all of Section 404 of the Sarbanes-Oxley Act, Canadian regulators have made their own move—imposing their version of SOX on all corporations, but without the extensive auditing provisions of Section 404. The Canadian Securities Administrators, the group […]
Posted inFrom the Archive
SEC Allies With U.K.’s FSA; Updates On MD&A, 404, XBRL
The Securities and Exchange Commission and the British Financial Services Authority have signed a pact to share information that the agencies say will improve market oversight and supervision. Tiner A Memorandum of Understanding signed by SEC Chairman Christopher Cox and FSA Chief Executive John Tiner at a March 14 meeting will facilitate the exchange of […]
Posted inInternal Controls
Bonus! Executives Getting Rewarded For 404 Success
Some executives are getting a pat on the back—in the form of a bonus—for helping their companies successfully navigate their first year of Sarbanes-Oxley’s notorious Section 404. A recent search of “material definitive agreements” filed on Form 8-K (available via Compliance Week’s searchable databases; see box at right), shows numerous companies awarding top executives for […]
Posted inFrom the Archive
Down ’n Dirty Guide To This Year’s 10-K
As corporations prepare their annual reports for filing with the Securities and Exchange Commission, they’ll notice a number of changes to Form 10-K. While many of the changes are straightforward and easily obeyed, experts say some of the new disclosure requirements may force issuers to spend extra time preparing their filings. Callori “Any time there’s […]
Posted inFrom the Archive
Comments Done, E-Proxy Idea Proceeds
A Securities and Exchange Commission proposal to allow companies to post proxy statements online and provide free paper copies only when asked is drawing criticism among some portions of the business community. The so-called “e-proxy proposal” would let companies furnish proxy materials by posting them on a Web site and providing shareholders with notice of […]
Posted inFrom the Archive
Nasdaq Seeks Cover; E-Proxies Worry Campos; More
N asdaq has filed a petition with the SEC to designate securities listed on the NASDAQ Capital Market as covered securities under the Securities Act of 1933, so that the securities would be eligible for a “blue sky” exemption. Section 18 provides exclusive federal regulation of securities listed on one of the named markets: the […]