December 7, 2007

Our Model CD&A Disclosures

Yesterday, we posted an Advance Copy of our January-February 2008 Issue of The Corporate Executive because we know that so many of you are grappling with drafting your CD&A disclosures now. Drafting model disclosures is no easy task – and everyone obviously has to customize for their own circumstances – but David Lynn and Jesse Brill worked hard to put together these examples of “best practice” CD&A disclosures to help you get a head start on what the SEC Staff will be looking for in your CD&As next year.

We will be mailing the issue to ’08 subscribers early in January, perhaps with a few tweaks to the advance copy – so please send any thoughts you might have on what we drafted to Dave or myself. Here is where you can access this Advance Copy now (you will need to renew for ’08 to receive it).

Note that Dave will be writing the lead piece in each issue of The Corporate Executive this coming year. If you are not yet a subscriber, we encourage you to take advantage of a no-risk trial, which will give you immediate access to this important issue.

Posted: SEC’s Adopting Releases for Shareholder Access and Rule 144

Yesterday, the SEC posted the adopting release for shareholder access – and the adopting release for Rule 144/145. Don’t forget to register now for our upcoming Conference: “New Rule 144: Everything You Need to Know – And Do NOW.”

Pro or Troll #3: SEC Comment Letter Process

With many of the executive compensation comment letters likely to be posted by Corp Fin on Edgar sometime in the next month or so, it’s a good time to test your knowledge about the SEC comment letter process. Thanks to David Mittelman of Reed Smith – who served as a Corp Fin Branch Chief until last year – we have posted our 3rd quiz in a series: “Pro or Troll #3: SEC Comment Letter Process.”

– Broc Romanek