TheCorporateCounsel.net

May 16, 2006

SEC Commissioner Glassman Declines to Seek Second Term

Yesterday, SEC Commissioner Cynthia Glassman issued this letter indicating that she would not seek a second term when her current term expires next month as she is ready to tackle new challenges. The Commissioner agreed to stay in office until a successor is found, which can take up to 18 months as noted in the SEC’s press release – however, this article predicts a successor will be named within a few days.

With a background as an economist, Commissioner Glassman hasn’t been afraid to assert herself and joined fellow Republican Commissioner Paul Atkins in a stand against a number of measures passed by former Chair Donaldson and the two Democratic Commissioners. It will be interesting to see who is selected as her replacement – among the names being circulated is Kathy Casey, majority staff director for the Senate Banking Committee’s chairman, Sen. Richard Shelby (R-Ala.).

Nasdaq’s FAQs re: Transition to an Exchange

Yesterday, the Nasdaq issued a set of FAQs about its transition to a stock exchange. The timing of the Nasdaq becoming an exchange is still noted as the “2nd quarter of 2006,” but the FAQs also note that this might be delayed.

Yesterday, the Nasdaq also sent this bulletin to listed companies, which states much of what I have blogged about before regarding the Nasdaq taking care of the transition from a 12(g) to a 12(b) reporting company for all listed companies that don’t exercise their right to “opt out” by May 30th. The bulletin also notes that listed companies will keep the same ’34 Act filing number for purposes of their SEC filings (ie. they will keep their numbers beginning with a “0-” despite the fact that listed companies will now be registered under Section 12(b)).

Notes from the May 10th Internal Controls Roundtable

These notes from last week’s 404 Roundtable, hosted by the SEC and the PCAOB, are available from the FEI’s “Section 404 Blog” – and here are notes from the NACD and notes from CFO.com. This is the SEC’s related briefing paper.

The timing of any “next steps” was not discussed during the roundtable – but according to this Reuters article, Chairman Cox told reporters immediately afterwards that the SEC and PCAOB plan to issue “statements” within the “next few weeks.”