TheCorporateCounsel.net Blog |
|
|
|
Thursday, February 27, 2003
Just in time for Friday's "SEC Speaks" program (affectionately known as "SEC Spleaks" by alumni), Corp Fin has released a summary of significant issues addressed in its review of 10-Ks of the Fortune 500 companies. The Summary states that comment letters have been sent to more than 350 companies - and that the Staff is continuing to work with many companies as they respond to comments. This Summary is at http://www.sec.gov/divisions/corpfin/fortune500rep.htm. The Summary is an objective, factual summary that concentrates on what the SEC staff sees as common deficiencies - staffers already are saying that they anticipate a similar review of "large" - but not necessarily the Fortune 500 - companies for next year, focusing on the same type of issues (i.e. revenue recognition, restructuring charges, liquidity) - as well as compliance with the new rules. Here is an interesting Washington Post article about people declining director positions - http://www.washingtonpost.com/wp-dyn/articles/A8160-2003Feb26.html. For TheCorporateCounsel.net subscribers, we have posted an interview with Amy Goodman about pre-approval policies for non-audit services at http://www.thecorporatecounsel.net/member/InsideTrack/02_25_03_Goodman.htm. Wednesday, February 26, 2003
The March Issue of TheCorporateCounsel.net's Eminder is now available at http://www.thecorporatecounsel.net/E-minders/. Tuesday, February 25, 2003
Following up on issues identified in its January 24th report to Congress on the state of the credit rating industry, the SEC approved a 4th credit rating agency yesterday. Canada's Dominion Bond Rating Service now joins Moody's, S&P and Fitch to rate debt in the US. As noted in the SEC's January 24th report, a lack of competition might be hurting the ability of investors to get the most timely and accurate ratings from these agencies. In about a month, the SEC expects to issue a concept release on the possible restructuring of how the credit rating industry is regulated. The SEC's Jan. 24th report is at http://www.sec.gov/news/studies/credratingreport0103.pdf. For TheCorporateCounsel.net subscribers, we have posted sample disclosures regarding corporate goverance in the proxy statement and how companies disclose SEC enforcement actions in our "Disclosure" practice area at http://www.thecorporatecounsel.net/member/Disclosure/. Monday, February 24, 2003
As will be covered more completely in the upcoming issue of E-Minders, a union proponent has filed an appeal with the Commission over the exclusion of a shareholder proposal.The proposal would require Citigroup to include board nominees on its proxy card if such persons were nominated by shareholders that owned at least 3% of the company’s stock. Unlike the typical shareholder proposal, the Citigroup proposal would be binding as it seeks to amend the company’s by-laws. On Friday, the SEC posted the adopting release for Regulation AC (Analyst Certification) at http://www.sec.gov/rules/final/33-8193.htm. For TheCorporateCounsel.net subscribers, we have posted an interview with Bruce Mendelsohn on MD&A - see http://www.thecorporatecounsel.net/member/InsideTrack/02_21_03_Mendelsohn.htm. |
