I love reading comment letters to the Securities and Exchange Commission. What can I say? I get a kick out of itโitโs a great opportunity to understand the agendas of governance players, from institutional investors to corporate executives. Itโs also hilarious. Before the SECโs executive compensation disclosure rules were finalized, Iโd spent some of my […]
Scott S. Cohen
Editorial: Public Companiesโ Cost Savings On SEC Backburner
The folks over at the Securities and Exchange Commission have been pretty busy this year. So far in 2006, theyโve already proposed rules on executive compensation disclosure, mutual fund fees, commodity trading, short selling, and moreโincluding the Section 404 extension for non-accelerated filers. And just last month it announced it would propose an amendment on […]
Editorial: Comments On Comments: Everyoneโs Got An Angle
I love reading comment letters to the Securities and Exchange Commission. What can I say? I get a kick out of itโitโs a great opportunity to understand the agendas of governance players, from institutional investors to corporate executives. Itโs also hilarious. Before the SECโs executive compensation disclosure rules were finalized, Iโd spent some of my […]
Editorial: Worst Practices From Boston’s Big Dig Officials
California has earthquakes. Kansas has tornados. Louisiana has hurricanes. Here in Boston, we have $14.6 billion taxpayer funded highway tunnels. And all of them kill. The night before this column was written, a couple from Boston was driving through an extension of the heavily traveled Massachusetts Turnpike, on their way to Logan International Airport to […]
Editorial: XBR Hell: The SEC Tries To Dump Its Problems On Public Companies
My goodness, the Securities and Exchange Commission is pushing XBRL hard. Listening to Chairman Christopher Cox and reading the Commissionโs related releases, youโd think they had found the Holy Grail of financial reporting. But it ainโt. XBRL, if you havenโt heard, is shorthand for โeXtensible Business Reporting Language.โ Basically, itโs a โtaggingโ language, in which […]
Editorial: NYSE Goes Chapter 11! Public Companies Jump Ship; SEC Files For Public Offering!
Ya, rightโthe Securities and Exchange Commission is going public. And the New York Stock Exchange is going to declare bankruptcy. Thatโs ridiculous. Or is it? Stranger things have happened. Consider this editorโs flight of fancy โฆ The story starts in December 2004, when the Nasdaq Stock Market files its registration statement to go public. Actually, […]
Editorial: Missed Opportunities In Rules, Principles
I hate to say โI told you soโโbut I did. About a year ago, I went through the ridiculous task of searching through nearly 6,000 โmaterial definitive agreementsโ that had been filed by public companies since the Securities and Exchange Commissionโs revised Form 8-K rule became effective. As I wrote in this column back in […]
Editorial: Be It Resolved: Shareholder Proposals That Companies Should Expect This Proxy Season
With the 2006 proxy season approaching, I thought it made sense to inform you of a few shareholder proposals that are cropping up on our radar screen: WHEREAS the directors are charged with acting in the best interests of the corporation, be it resolved that the shareholders request the Board declare itself a โMoron-Freeโ zone, […]
Editorial: โCompliance Week 2006โ Conference Sessions Released
In our September 2005 print edition, I mentioned that Compliance Week was planning a symposium on governance, risk and compliance. For the eventโscheduled for June 7-9, 2006, in Washington, D.C.โwe put out a call for feedback, and were inundated with great ideas. To those ends, Iโd like to offer a special thanks to readers who […]
Editorial: Ode To A Fraud; A Humorous Take On SOX
STwas the night before Christmas and most of the hires were back in their houses, in front of their fires. All toasty inside as Northeasterlies blew, naรฏve of my plan, yes, they hadnโt a clue. And as the lights sparkled and as their kids knelt to open their toys (or their Hanukkah gelt) and gifts […]


