July 19, 2005

How to Track Compliance with Stock Ownership Guidelines

A growing number of companies are imposing stock ownership guidelines on their officers and directors. One practical question is: “how does the company track compliance with the new guidelines?” Often that compliance matter is tasked to the Board’s Compensation or Corporate Governance Committee – of course with the assistance of the corporate secretary or legal department.

One way to go about this is to regularly update a D&O ownership chart that is then included in the materials that go to the appropriate board committee. This chart can be updated for each committee meeting and re-circulated.

Along these lines, I have posted a sample “Stock Ownership Guidelines Monitoring Chart” in our “Stock Ownership Guidelines” Practice Area and in the “Sample Document Library.”

Check Out the Blog

Come check out the new blog. This blog consists of all the entries from “The Deal Guys Blog,” “Moloney’s M&A Scoop Blog” and “Trust and Anti-Trust – the Antitrust Blog.” Tell your friends – and I look forward to hearing from all of you on M&A matters to keep that blog relevant for M&A practitioners, much as so many of you keep me posted on issues for this blog!

Fraudsters Speaking Out on Fraud

In this podcast, Gary Zeune, Founder of “The Pros & The Cons,” provides a look at the interesting things he is doing (he runs the only speakers bureau for white collar criminals), including:

– What is your speaker’s bureau and what is its purpose?

– How do you go about procuring speakers who have committed frauds?

– Can you give us a little bit of background on your “SAS 99 in 10 Easy Steps” program?

– How about your “Fraud: 10 Scariest Cases” program?

Cisco, SEC Face Pressure to Hold Public Hearings on Exchange-Traded Employee Options

I blogged a few months back about Cisco’s concept of creating exchange-traded employee options – and that Cisco was in discussions with the SEC Staff about this plan’s viability. Now, Bloomberg reports in this article that the Council of Institutional Investors and Ohio and Florida state pension funds want public hearings on this concept before the SEC gives a “green light.” This request could be moot as we don’t know whether the SEC is intending to allow this concept to fly anyways.