TheCorporateCounsel.net

November 17, 2005

Slogging Through the Blogs

Yesterday, this helpful WSJ article highlighted a number of top blogs that cover specific industries – and contained a blurb on the DealLawyers.com Blog. That was great to provide exposure for that blog – but omitted any mention of this fine blog.

It just goes to show that you never know how – and when – you will obtain your 15 minutes of fame. I’m just glad to catch mine in an unembarrassing manner in this day and age of reality TV. Can there really be a show now called “Intervention?” And the show’s subject is not even aware that his/her intervention is shown on TV…

The SEC’s General Counsel Roundtable

Today the SEC is hosting a Roundtable with a panel consisting of the current SEC General Counsel and eight former SEC General Counsels. This program is being webcast at noon eastern. It was slapped together at the last minute – and (oddly) no specific agenda is provided.

General Electric Joins the Majority Vote Resignation Gang

We have updated our “Majorty Vote Resignation” Chart to reflect that General Electric has joined the growing number of companies that have revised their corporate governance guidelines to add a provision that calls for directors to resign upon receiving a majority of withhold votes in an uncontested election. Here is GE’s announcement.

The FASB to Act on Pension Liabilities

Last Thursday, the FASB voted to take a fresh look at its guidance in FAS 87, “Employers’ Accounting for Pensions,” and 106, “Employers’ Accounting for Postretirement Benefits Other than Pensions.” The first part of the project – expected to be completed by the end of 2006 – would require companies to show any assets or liabilities from overfunded or underfunded pensions on their balance sheets. The current practice is to show those amounts in footnotes.

From what I am hearing, this change in FAS 87 and 106 could cause total shareholders’ equity to drop significantly for some companies, which in turn would adversely impact their debt-to-equity ratios enough to trigger a host of debt covenants.

After next year’s first step, the FASB likely will engage in a joint project with the IASB to overhaul the entire system for accounting and reporting on postretirement benefits. Here is more information on this development from CFO.com.