All Rules & Proposals articles – Page 3
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Article
Is the FAST Act Really Just the JOBS Act 1.5?
Amid speculation of when, or if, Congress would get around to a JOBS Act 2.0—a sequel to a 2012 package of securities law reforms—some of those items surprisingly appeared in a new spending bill for transportation infrastructure. Tucked into the bill are a variety of requirements for the SEC regarding ...
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Article
Amid Financial Reporting Changes, SEC Offers Cautions
With changes looming on accounting standards for revenue recognition, leases, financial instruments, and more, skittish corporate accountants often turn to the SEC’s Division of Corporation Finance and staff accountants, relying on phone briefings and pre-clearing consultations to get ahead of financial reporting issues before they result in an SEC comment ...
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Article
SEC Girds for Next Wave of Political Battles
On paper, the next several months mark the final stretch for the SEC’s implementation of Dodd-Frank Act rulemaking. In reality expect continued battles over the law, waged by both Republicans and Democrats. Recent congressional hearings gave a sense of what’s to come: stress tests for asset management funds, fights over ...
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Blog
Fed Puts New Limitations on Bank Bailouts
The Federal Reserve Board has clarified its procedures for emergency lending to banking institutions and placed new restrictions on future bailouts. A final rule, approved Monday and effective on Jan. 1, broadens the existing definition of insolvency and requires that emergency lending be approved by the Treasury Department. These and ...
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Blog
Fed Proposes Liquidity Disclosures, Will Improve Examinations
Image: There was a warning last week from Fed Governor Daniel Tarullo to expect an increase to stress test minimum capital requirements and a proposed rule requiring banks to publicly disclose aspects of their liquidity profile. Also announced was an effort to improve the consistency of supervisory examinations and a ...
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Article
Companies Aren’t Waiting for SEC to Revamp Financial Disclosures
A new survey that many companies are not waiting for the SEC to complete its anticipated review of disclosure requirements; some are already taking matters into their own hands, and they have advice for others who want to get ahead of the process. “Be aggressive,” says David Cornish, deputy comptroller ...
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Article
Defense Dept. Steps Up Standards on IT Supply Chain Risk
Image: The Defense Department is taking a harder look at supply chain risks posed by government contractors who provide IT products and services, so compliance officers at those businesses should prepare to review how supply chain risks might affect eligibility to bid on future contracts. “This fits into the government’s ...
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Article
SEC’s Next Move on Conflict Minerals Rule Could Open a Pandora’s Box
The SEC finds itself yet again at a legal crossroads concerning its embattled Conflict Minerals Rule. One path leads to the Supreme Court; the other, a retreat from a cornerstone of the rule’s disclosure requirements. At stake is not just the Conflict Minerals Rule alone, but potentially a wide range ...
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Article
As Companies Prep for Proxy Season, No-Action Conundrums Abound
Image: Companies preparing for proxy season face a profound change in how the SEC views the exclusion of shareholder proposals. New guidance on that point is decidedly pro-shareholder and makes a confusing landscape even more so. “This was an early Christmas gift, wrapped up in a bow” for activist investors, ...
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Article
As Compliance Risks Keep Rising, Banks Keep Rethinking
A sea change in risk is happening at big banks: Non-financial risks (read: regulatory compliance failures) are now driving the compliance conversation at large firms more than financial risks. “You can have adequate capital, adequate liquidity; but if you have the wrong kind of culture, that is where the problems ...
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Article
Distilling Compliance Lessons of U.S. Sanctions Laws
Crédit Agricole, fined nearly $790 million last week for violations of U.S. sanctions law, is the latest cautionary tale on this particularly nettlesome patch of corporate compliance. Penalties for sanctions lapses are surging, and the regulations themselves are growing exponentially more complicated. Sanctions compliance was a prime topic at one ...
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Article
Dueling Views on SEC Enforcement
Image: A chronic dilemma for the SEC Enforcement Division is how best to focus its efforts given resource constraints. Enforcement Director Andrew Ceresney had to answer for how those decisions are made during a meeting of the Investment Advisory Committee last week. Despite calls to abolish the “broken windows” approach, ...
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Article
Global Tax Overhaul Moves Forward
Slowly but surely, developed nations are closing ranks on an international tax agreement intended to crack down global companies parking profits in low-tax jurisdictions. The OECD issued its final recommendations, Base Erosion and Profit Shifting (BEPS) plan, earlier this month, which G-20 countries will then implement locally. Nice idea in ...
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Article
New U.K. Law Introduces U.S.-Style Class Actions
Image: A change in British law is bringing American-style class-action lawsuits in cases where companies violate competition laws—something U.S. companies operating in Britain should keep in mind when implementing strategies to reduce antitrust risks. “It’s anticipated that there will be a lot more litigation in English courts going forward because ...
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Article
Advice Rolls In as SEC Disclosure Review Rolls On
Image: Stop us if you’ve heard this before: The SEC is attempting a comprehensive overhaul of its disclosure regime. This time, however, Chairman Mary Jo White may succeed where many of her predecessors failed. The SEC has numerous ideas to reform Regulation S-X, and no shortage of public comments on ...
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Article
As Companies Reorganize Themselves, Compliance Concerns Demand Consideration
Some of the nation’s best-known companies are redefining themselves. Google created a new holding company to spin off its more exotic interests into separate companies; Alcoa is planning to divide into two public companies; Dell and data storage giant EMC are planning to merge. When companies restructure, no matter the ...
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Article
SEC Faces New Obstacles in e-Discovery Efforts
As the SEC ferrets out inside traders and Ponzi schemers of the Internet Age, more voices are saying the agency has too much leeway to gather electronic records against investigation targets. Congress is mulling legislation to curb SEC power to get e-mail from Internet service providers; federal judges are applying ...
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Article
Defining Materiality and Sustainability
“Materiality” has long been defined as that financial information which might harm or benefit a shareholder. In modern corporate governance, however, that’s changing. One new proposal seeks to define material information in terms of sustainability for multiple stakeholders, not just shareholders. That has sparked debates over fiduciary duty, corporate personhood, ...
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Article
Supply Chain Risk Continues to Challenge Companies
Rare is the business these days that can afford to be cavalier about the regulatory scrutiny on its supply chain. So why do so many still struggle so much to gain visibility and control over vendors and suppliers? A lack of sophistication in monitoring third parties (never mind fourth parties ...
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Article
Calls for More Data Sharing to Step Up Terrorism Fight
Washington wants Corporate America to step up its attention to terrorism risk. That was the message at a recent congressional hearing, the latest instance of voices saying business and government should cooperate to uncover terrorists’ sophisticated financing schemes. “Most of the early warning signs reside with the private sector, and ...