Stephen Taub

The SEC in late August brought enforcement actions against the top executives of two companies for violating Section 906 of the Sarbanes-Oxley Act, which requires a company’s CEO and CFO to certify its periodic reports. The actions were little noticed, perhaps because they involved small companies. Nevertheless, in a recent speech, Securities and Exchange Commission […]

The environment took another big leap toward becoming a mainstream governance issue this month when American Electric Power published a 118-page report, “An Assessment of AEP’s Actions to Mitigate the Economic Impacts of Emissions Policies.” The report evaluates the impact of proposed federal legislation and regulations for reducing regulated emissions and carbon dioxide, including the […]

The folks at Molson sure stirred up investors—and at the same time evoked memories of old Chicago-style politics—when they recently decided that holders of its company options could vote along with shareholders on its proposed merger with Adolph Coors Co. Deal dissenters, including many outside investors, cried foul, arguing it stacked the deck in favor […]

Can companies choose who to invite to meetings with Wall Street analysts and money managers? This is the question raised recently by a small hedge fund manager, who complained in a letter sent to each of the members of the board of directors of truck-maker Paccar as well as the Securities and Exchange Commission that […]

Should soft money contributions be a corporate disclosure issue? A number of shareholder activists seem to think so. Last week, the Center for Political Accountability, a relatively new group, fired off a letter to the Securities and Exchange Commission asking it to require public companies to disclose their political contribution policies and practices. In the […]

Google may be the best Web site for conducting Internet searches, but the investor relations section of its Web site is woefully inadequate. In fact, it’s simply not there. Also absent are certain SEC filings, like “Form 4” insider transactions, which must be posted on the company’s Web site by the end of the business […]

A trio of Wharton professors has published a paper asserting that Regulation Fair Disclosure has caused an increase in the cost of capital for small companies. “We find that the adoption of Reg. FD caused a significant reallocation of information-producing resources, resulting in a welfare loss for small firms, which now face a higher cost […]

Environmental lawyer Sanford Lewis has fired off a letter to the SEC asking the regulator to investigate what he deems to be misleading statements made by Dow Chemical management concerning the company’s potential environmental and personal injury liabilities. Lewis “We are writing to bring your attention to a number of inadequacies and irregularities in disclosures […]