January 8, 2007

Just Added! Key SEC Staffers to Our Exec Comp Rules Web Conference

David Lynn, Chief Counsel of the SEC’s Division of Corporation Finance, has just joined the panel of this Thursday’s webcast: “The SEC’s December Rule Changes: How They Impact You.”

And Paula Dubberly, Associate Director of the SEC’s Division of Corporation Finance, has joined the panel for the Thursday, January 18th webcast: “The Latest Developments: Your Upcoming Proxy Disclosures—What You Need to Do Now!.” Both Paula and David played key roles in writing the new executive compensation rules and will continue to do so in interpreting them.

Because this essential 2-Part Web Conference will be accessible only to those that are 2007 members of, we urge those of you who have not yet renewed for 2007 to do so now (all memberships expired at year end; grace period for non-renewers ended on Friday) – and anyone not a member should try a no-risk trial. If you need to renew, please renew online if you can as our HQ is overwhelmed right now.

NYSE Proposes Automatic Suspension of Significantly Delinquent Filers

A few weeks back, the NYSE proposed a rule change to eliminate the NYSE’s discretion to allow a company to continue to be listed on the NYSE if it is over 12 months delinquent in filing an annual report. The NYSe proposed that its revised rules would become effective December 31, 2007. Comments are due by January 18th and the proposal is subject to SEC approval.

Under the NYSE’s proposal, if a company has not filed its annual report within 12 months of the required date, the NYSE will begin suspension and delisting procedures. Under current rules, the NYSE has the discretion to not commence such procedures in specified circumstances (egs. if delisting would result in investor harm or be significantly contrary to the national interest).

Recently, the NYSE has been criticized for using this discretion to allow Fannie Mae to continue to be listed for a long period of time without being current in its reporting. Last month, the NYSE gave Fannie Mae a deadline of the end of 2007 to file its 2005 reports.

Accounting Reform: How the Latest Developments Impact You

We have posted the transcript from our webcast: “Accounting Reform: How the Latest Developments Impact You.” Among other topics, the webcast covered FIN 48, which continues to be an issue for lawyers – read more about that in our “Tax Uncertainties” Practice Area.