TheCorporateCounsel.net

Recently, Corp Fin updated its guidance on Securities Act Forms with a new set of Compliance and Disclosure Interpretations. This now makes a complete set of Compliance and Disclosure Interpretations on Securities Act Sections, Rules and Forms. Included among the interpretations are no less than 55 interpretations dealing with Form S-8, which is a form that never ceases to generate a lot of questions in my experience. The latest Securities Act Forms guidance includes interpretations that were previously published in the Manual of Publicly Available Telephone Interpretations and in other guidance, as well as new interpretations.

SEC Seeks to Streamline the Form ID Process

Monday is going to be “D-Day” for EDGAR, as the new electronic Form D submission rules go into effect. As Broc mentioned in the blog last week, the SEC is expecting a flood of Form ID applications, as issuers who have never had anything to do with the EDGAR system rush to get their access codes. In anticipation of the big rush, the SEC adopted rule changes yesterday (effective Monday, March 16) that will permit a person submitting a Form ID online to attach the “authenticating document” in a PDF format, rather than having to submit the authenticating document separately by fax.

The authenticating document is a notarized document containing the same information as contained in the Form ID application. Historically, the SEC Staff has had to match the information provided in the online submission with the faxed authenticating document before approving the Form ID application and generating EDGAR access codes, which can sometimes lead to delays. When this new optional method is used, a prospective filer can use a fillable PDF version of Form ID on the Commission’s website to create and print the document, and then attach a notarized version of that document as a PDF. For online Form ID applications submitted with the authenticating documents attached, the Staff will no longer have to match the faxed authenticating documents manually with the online submissions.

If attaching a PDF of the authenticating document is too much for you, and you still want to have a reason to use your old fax machine, then that “legacy” method will still exist after these rule changes go into effect. The new process, however, will hopefully speed the process for all of those nerve-wracking times where you run into a last minute need for EDGAR filing codes.

The Politics of Corporate Aircraft

Companies are facing unprecedented negative publicity these days with respect to corporate aircraft. In this CompensationStandards.com podcast, Terry Kelley, CEO of corporate aviation consulting firm GoldJets, discusses recent challenges for companies owning aircraft, including:

– What steps are companies taking to counter the current “image” problem with their aircraft?
– How are companies changing their corporate aviation policies To deal with this?
– What pitfalls should the company be aware of in revising their aircraft policies?
– What is 91Plus and how can it help companies with their corporate aviation needs?

– Dave Lynn