September 22, 2003

Status Report on SRO Corporate

Last week, I was on a panel with representatives from the NYSE and Nasdaq. They indicated that final standards should be blessed by the SEC within six weeks. On September 10th, the Nasdaq filed an amendment to its proposal.

Regarding interpretative advice, the NYSE should be posting FAQs about shareholder approval of equity compensation plans sometime in the next month – and the Nasdaq will be posting more interpretation on their “Legal & Compliance” page soon (they posted a handful back in the spring). Interestingly, the Nasdaq will be charging companies a fee for putting any interpretative guidance in writing – the NYSE has decided not to charge.

Restatements Galore

For 2003, expect more than the approximately 330 restatements that were made during 2002. This is due to a number of factors, including enhanced internal controls and more frequent changes in auditors.

And if Bob Herz, head of the FASB, is successful in aligning US accounting standards with international standards, there will be a general requirement to apply accounting changes retroactively. This undoubtably would result in an explosion of restatements each year.

For subscribers, we have posted an excellent interview with John Huber regarding Rules of the Road for Restatements.