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Yesterday, as noted in Gibson Dunn’s blog, the FASB – in a 5-2 vote – decided to remove modifying accounting for loss contingencies disclosure from its agenda after four years of controversy and comment. The majority of FASB members agreed that ASC 450’s requirements are sufficient. Corp Fin’s efforts to comment on litigation contingencies likely also had an impact on FASB’s decision to take its proposal off the table (see the memos in our “Contingencies” Practice Area like this one). Here is the FASB meeting handout.

IFRS: SEC Staff Report Coming Soon – But Without Timetable

A long-awaited SEC Staff report on IFRS is expected sometime over the next few weeks – but without a recommendation on whether, how or when the United States should transition to IFRS, as noted in this Compliance Week article. One of the reasons for the vagueness is the probable need for the due process of a SEC rulemaking to go in that direction.

For those fascinated about how the US Supreme Court’s decision on affordable health care was incorrectly reported initially by some in the mass media, check out this excellent detailed timeline put together by the SCOTUS Blog.

JOBS Act: GAO’s New Study on Regulation A

Here’s news from Steve Quinlivan’s blog:

Concerned about the decline in the number of public offerings, the JOBS Act requires the SEC to amend Regulation A (or to adopt a new regulation) to raise the threshold for use of that registration exemption from $5 million to $50 million, and requires the GAO to study the impact of state securities laws on Regulation A offerings. The GAO has issued a report that examines:

– Trends in Regulation A filings,
– How states register Regulation A filings, and,
– Factors affecting the number of Regulation A filings and how the number of filings may change in the future.

The GAO provided a draft of the report to the SEC and the NASAA for their review and comment. Both provided technical comments, which the GAO incorporated as appropriate. In its letter, the NASAA concurred with the GAO’s findings that multiple factors have affected use of Regulation A, and suggested that the primary reason for its limited use is the “mini-public offering” process that businesses must complete. Stakeholders with whom the GAO did not consistently cite any single factor as the primary reason for the limited use of Regulation A. As noted in the report, the NASAA stated that it will be working to develop model state registration requirements for the larger Regulation A offerings allowed under the JOBS Act, and NASAA suggested that further changes to federal securities laws, particularly Regulation A, should be withheld until states implement a new system to address the JOBS Act’s changes. In considering any changes, the NASAA stressed the importance of balancing the needs of investors with the need to raise capital.

Deal Cube Tournament: Sweet Sixteen; 1st Match

This is the first match of the 3rd round – the battle among the Sweet Sixteen! As noted in these rules (and keep sending more pics for the next tourney), please vote for two of the following four cubes below:

– McDonald’s Fries
– Milwaukee Brewers Beer Tap
– Louisville Slugger Baseball Bat
– Pill Bottle

– Broc Romanek