Last week, the European Commission proposed a “directive” aimed at creating a set of rules on how audits should be conducted throughout the EU. Among other items, the proposal would require companies to establish audit committees with independent directors to oversee the audit process, and would force auditors to publish annual “transparency reports” disclosing non-audit […]
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Posted inFrom the Archive
The Cost Of Being Public In The Era Of Sarbanes-Oxley
Complete study by Foley Lardner that looks at the costs of being a public company in the wake of corporate governance reform.
Posted inFrom the Archive
Tech Employees Swamp FASB With Option Comments
Three weeks ago, we reported that one-third of the comment letters pouring into FASB regarding its stock option expensing proposal were from Cisco employees. That number has increased to over 78 percent; of the 2,364 comment letters posted on FASB’s site at press time, 1,841 were from Cisco employees. Another 171 were from Intel employees. […]
Posted inBoards & Shareholders
Bitter Pill: How Companies Circumvent Shareholders Wishes
Companies increasingly seem to be in a more compromising mood these days when it comes to governance issues. But not, apparently, when it comes to the issue of rights offerings, or poison pills. Oh sure, since last year’s annual meetings, at least 30 companies have eliminated or at least amended their poison pills, according to […]
Posted inFrom the Archive
A Talk With The EVP And CGO Of $2.3 Billion Fleetwood Enterprises
This profile is the third in a series of weekly conversations with executives at U.S. public companies who are currently involved in establishing and developing compliance programs. An index of previous conversations is available here. How did the corporate governance job come to be created at Fleetwood? And how did you land in the position? […]
Posted inBoards & Shareholders
Companies Grudgingly Agree To Declassify Their Boards
A growing number of companies seem willing to compromise on one high-profile governance issue: the declassification of the board of directors. For example, in just the past few months, about two dozen companies proposed annual elections of directors at their annual meetings. They include Avon, BellSouth, Cendant, Merck, The Dow Chemical Co., Starwood and Weyerhaeuser. […]
Posted inFrom the Archive
Corporate Boards In Norway Must Be 40 Percent Female
An an attempt to equalize gender representation on boards of directors, the Norwegian government recently ruled that companies will face legal action if their boards don’t consist of at least 40 percent of each sex by mid-2005. Gabrielsen “I would be surprised if businesses don’t take care of this themselves,” Norway’s Minister of Trade and […]
Posted inRegulatory Enforcement
Court Overturns SEC’s SOX-Based Payment Freeze
Reversing an SEC decision that had been based on a section of Sarbanes-Oxley, a federal appeals court ruled last week that two former Gemstar-TV Guide executives could seek $37.6 million in severance payments and back pay. Yuen The executives, former CEO Henry Yuen and former CFO Elsie Leung, left Gemstar in November 2002 amid a […]
Posted inRegulatory Enforcement
For Failure To Cooperate In Probe, Lucent Fined $25m
Earlier this week, the SEC charged Lucent and nine current and former executives with securities fraud. The SEC’s complaint alleges that Lucent’s violations of GAAP were due to the “fraudulent and reckless actions of the defendants and deficient internal controls that led to numerous accounting errors by others.” But the severity of the fine was […]
Posted inFrom the Archive
Expensing: Going Beyond The Minimum Requirements
This is Part Two of a two-part series written by Miller and Bahnson. Part One appeared in the last edition of Compliance Week, on May 11. Our previous column explained how FASB’s proposed new standard on option expensing is outmoded and incomplete (see box at right). The main problem is that it reports only the […]