An Aug. 6 SEC proposal would require disclosure of shareholder procedures for communicating with directors, and new rules effective back in April require audit committees to establish procedures for the receipt and treatment of complaints regarding accounting and auditing matters. These new “communications disclosure” requirements prompted to us look at the practices and wording being […]
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Posted inFrom the Archive
AFSCME Survey: Views Of Corporate Governance
Survey conducted by Harris Interactive claims 80 percent of investors “want the right to offer investor-nominated board candidates through the proxy ballot.”
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Top Five Compensation Policy Changes
TOP FIVE Top five compensation policy changes in 2002/2003: 23% Altered long-term incen-tive plan (LTIP) structure 11% Modified metrics for long-term/short-term incentives 9% Introduced exec. stock ownership requirements 6% Created holding period after exercising options 6% Granted exec(s) special one-time retention award View “Trends in Compen-sation Policies & Practices” SOURCE: Equilar An analysis of compensation […]
Posted inInternal Controls
View Of Policies, Concerns, Changes At Public Companies
A recent survey of 300 public company CFOs by internal audit and risk consulting firm Protiviti provides some interesting insights into the changes happening at U.S. public companies after Sarbanes-Oxley. According to the survey, 34 percent of responding CFOs considered the Act’s internal control and executive certification requirements (Sections 404 and 302, respectively) the most […]
Posted inAccounting & Auditing
Accounting Firm Drops Some Internal Control Services
Grant Thornton LLP, the nation’s fifth largest accounting firm, recently announced that it would refrain from providing a number of internal control services to public audit clients. According to Grant Thornton CEO Ed Nusbaum, the move reflects a “principles- versus rules-based approach to accounting” that is in keeping with the intent of Sarbanes-Oxley. “There are […]
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Complications Regarding Backup Certifications And GC
OThe GC of a subsidiary is being asked to give a back-up 302 certification to the parent company. Won’t that blow the attorney-client privilege between the GC and the sub? And is it common for a GC to provide back-up to a certification required by the principal executive and principal financial officer? What are the […]
Posted inBoards & Shareholders
Pension Fund Officials To Launch Governance Group
New York State Comptroller Alan Hevesi recently announced that he would join hands with officials at four other U.S. state pension funds to launch a governance caucus called the National Coalition for Corporate Reform. Hevesi’s announcement, made at the Council of Institutional Investors annual meeting in San Diego, claimed that a number of officials had […]
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Can Nonfinancial Indicators Succeed Where GAAP Fails?
To improve corporate behavior and to reward corporate performance we need to improve the quality and utility of the information that all corporations disclose to investors. Our existing disclosure framework is not adequate. ABOUT THE SPEAKER Peter R. Fisher was sworn in on August 9, 2001 as Under Secretary of the U.S. Treasury for Domestic […]
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SEC’s Glassman Urges Greater MD&A Disclosure
I. Introduction Good morning, and thank you for inviting me to participate in this important program. I am glad that the financial reporting debate is big enough to leave room for more than one Glassman on the program. Before beginning, I should point out that the views I express are my own and not necessarily […]
Posted inBoards & Shareholders
Governance Reform Latest Settlement Bargaining Chip?
EXAMPLES MCI: Unanimously adopted 78 recommendations by Corporate Monitor Breeden. Siebel: Will add director, limit director pay, expand comm-ittees to settle with TRS-LA. Homestore: Settled suit with pay; will also limit director terms, options, more. Hanover Comp: Settled suit with stock, new independent directors, auditor rotation. Sprint: Settled suit with cash, new board standards, comp. […]