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Friday, February 14, 2003
Yesterday, the SEC released a draft of the upcoming EDGAR Filer manual - which contains information about the Online Forms website that will be used to accept filings for Forms 3, 4, & 5. The manual describes the process a user would go through to create and submit a form via their website. Section 3 of the Draft Manual contains screen shots of the new SEC website that will be devoted to Section 16 filings - and what steps you will need to take to create the form. The Manual has an address for the SEC's new website - https://www.onlineforms.edgarfiling.sec.gov - but I was unable to connect to it, so I assume it is not ready yet. As expected, yesterday the Senate confirmed William Donaldson as SEC chair - its official... For TheCorporateCounsel.net subscribers, in addition to our own SOX Scorecard, we have posted 8 other scorecards - they all are very handy and located under "Special Features" when you click on "Sarbanes-Oxley Scorecards."
posted by broc at 10:22 AM
Thursday, February 13, 2003
I don't think anyone doubts that the new 2-day filing framework for Form 4s has led to more delinquencies - and recent disclosures bear this out. Thanks to Alan Dye, we just posted a horde of recent disclosures sorted out by 20 different topic areas on TheCorporateCounsel.net and Section16.net.
posted by broc at 12:04 PM
Wednesday, February 12, 2003
Yesterday, William Donaldson was confirmed by the Senate Banking Committee as next chair of the SEC - full Senate approval is expected shortly - and Mr. Donaldson should be in office by next tuesday... From the Division of Corporation Finance, Dennis Garris will be leaving as head of the Office of Mergers & Acquisitions to join Alston & Bird - Associate Director Bill Tolbert is also leaving to go back to Ohio. On GreatGovernance.com, we have posted a lengthy annotated corporate governance guidelines - graciously donated by Cynthia Krus of Sutherland, Asbill & Brennan.
posted by broc at 12:00 PM
Tuesday, February 11, 2003
As some board committees are exercising their soon-to-be "right" to hire advisors - or if the governance committee hires a new outside law firm to conduct a one-time governance "gut-check" - the question remains: who does the advisor/law firm work for? This question must be resolved right away when a retainer letter is drafted. The best answer we have heard so far is "individual directors on behalf of the board." If you have a different conclusion or a sample retainer letter for a board committee, contact broc.romanek@thecorporatecounsel.net.
posted by broc at 6:22 PM
Monday, February 10, 2003
Today, we posted three new portals on GreatGovernance.com - Whistleblower; Audit Committee; and Corporate Governance/Nominating Committee. These portals will be continously expanded over time.
posted by broc at 5:22 PM
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