The New York Stock Exchange has filed a proposed rule change with the Securities and Exchange Commission that would modify some of its corporate governance requirements related to director independence. Experts say that, even if they aren’t implemented in time for the 2006 proxy season, NYSE-listed companies should look to the proposed rules for guidance. […]
Melissa Klein Aguilar
Issuers Get More Answers On Securities Act Reform
The Securities and Exchange Commission’s Division of Corporation Finance has issued new additional guidance for issuers on the `33 Act Reform, which took effect Dec. 1. The sweeping reforms are expected to make the offering process faster and less expensive. Among other provisions, the reforms create a new class of “well-known seasoned issuers” presumed to […]
SEC Seeks Comment On Online Proxy Delivery Proposal
Proxies appear poised to join the ranks of all things “e,” making the process of preparing for an annual meeting cheaper, faster and easier for companies in the near future. At a Nov. 29 open meeting, the Securities and Exchange Commission voted to put out for public comment rules that would allow issuers to put […]
DoJ Moves To Dismiss Indictment Of Arthur Andersen
The government dropped its prosecution of defunct Enron Corp. auditor Arthur Andersen, closing the door on one of the cases that helped spur the ongoing war on corporate fraud and the resulting sweeping governance reforms. In a Nov. 22 filing with the 5th Circuit Court of Appeals, federal prosecutors moved to dismiss the indictment of […]
ISS Releases 2006 Corporate Governance Policy
Proxy advisory firm Institutional Shareholder Services has updated its U.S. and international 2006 proxy voting policies to include, among other things, a new policy on internal control reporting disclosures, performance tests for directors, and a recommendation for tally sheets for CEO pay. Rockville, Md.-based ISS said it completed its policy formation process earlier this year […]
New International Guidance On Whistleblower Programs
U.S.-based multinational companies bewildered about how to implement a provision of Sarbanes-Oxley that conflicts with French data protection laws now have new guidance on the issue. However, while the guidance will enable companies to comply with both laws, experts warn that doing so will still be a struggle. As Compliance Week recently reported, U.S.-based multinationals […]
Backdating Of Stock Options Remains Under Scrutiny
Heightened regulatory scrutiny of improperly backdating stock option grants shows no signs of abating. That’s amid reports of ongoing Securities and Exchange Commission investigations at several companies, and news of a tentative settlement by Analog Devices. Cagney As reported by Compliance Week in July, a number of companies—including software company Mercury Interactive Corp.—have been under […]
Firm Begins Rating Investment Managers On ESG Issues
Based on the belief that environmental issues are no longer only of interest to those investors who participate in what is known as “socially responsible investing,” one investment consulting firm has begun rating investment managers’ practices on environmental, social and corporate governance issues. Specifically, Mercer Investment Consulting is rating managers on their voting and engagement […]
House Bill Add Fuel To Comp. Disclosure Fire
Congress has thrown its weight behind the already strong regulatory push to improve the transparency of executive pay. But with the 2006 proxy season fast approaching, companies are still waiting to see what, if any, changes will take effect in the coming months. As public companies await rulemaking from the Securities and Exchange Commission that […]
SOX Gives Corporate Tax Executives A Boost
Senior tax executives are giving the Sarbanes-Oxley Act of 2002 credit for significantly boosting their profiles—and their resources—in the corporate world. That’s according to a new survey by Big 4 audit firm KPMG, which noted that—thanks to their Section 404 compliance work—senior corporate tax execs say they’re enjoying dramatically higher profiles, particularly with audit committees […]
