TheCorporateCounsel.net

Last week, FINRA’s Corporate Financing Department issued a notice that establishes a voluntary process for public offerings filed under FINRA Rule 5110 that uses a new appointment scheduling feature of their calendar program. This will enable the law firm that filed the offering on behalf of the underwriters to place the date of the anticipated pricing of an offering on the Department’s calendar and to subsequently modify that information as often as necessary. This is an optional process that enhances the COBRADesk filing framework.

The process is intended to help Department Staff complete its review process and issue their “no objections” letter in a manner that meets the timing needs of each particular offering, as it is not unusual for sudden – and multiple – delays or accelerations of a pricing date. In addition, the process should facilitate communications between those making filings and the Staff rather than rely on a constant game of voicemail tag as this new process can immediately inform the Staff of any changes in the timing of an offering.

Note that once the process is first used to enter an anticipated pricing date onto the Department’s calendar for an offering (“create a new pricing date notification”), any change to that date must be made using the “modification” functionality. If the modified information is entered as if it were a new pricing date notification, there will be two pricing dates on FINRA’s calendar for the offering and Staff will not know which one is the latest.

CII’s White Paper: Client-Directed Voting

Last week, as noted in this press release, CII posted this white paper on client-directed voting. The white paper – written by Cleary Gottlieb’s Alan Beller, Janet Fisher and Rebecca Tabb “will inform the comment letter that the Council plans to submit to the SEC” on proxy plumbing – but it’s an independent study and does not necessarily reflect CII’s views.

More on “The Mentor Blog”

We continue to post new items daily on our blog – “The Mentor Blog” – for TheCorporateCounsel.net members. Members can sign up to get that blog pushed out to them via email whenever there is a new entry by simply inputting their email address on the left side of that blog. Here are some of the latest entries:

– One Reason to Keep Your Bar Membership Active…
– Nokia Cuts PR Wire Earnings Release to 41 Words!
– An IPO Field Guide
– Law Firms as Investment Managers? No Thanks
– What Drives Analysts Crazy? Ten Best and Worst IR Practices for Working with Sell-Side Analysts

– Broc Romanek