January 22, 2009

Model Compensation Risk Disclosures

Dave and Mark Borges just wrapped up – and we have just posted the Winter 2009 issue of our quarterly “Proxy Disclosure Updates” Newsletter, which is free for all those that try a no-risk trial to Lynn, Romanek and Borges’ “The Executive Compensation Disclosure Treatise & Reporting Guide.”

This critical issue provides analysis, practice pointers – and model disclosures – regarding executive pay risks, a new type of disclosure that all companies will need to address in the wake of EESA and other regulatory responses to the crisis. The issue also provides new analysis regarding disclosures of pledged and hedged shares.

Try No-Risk Trial Now: Order now so we can rush a non-blurred copy of this first issue to you today – as well as a copy of the 1000-page Treatise; note there is a reduced rate if you are ’09 member of If at any time you are not completely satisfied with the Treatise, simply return it and we will refund the entire cost.

When you order the Treatise, not only do you get a hard copy mailed to you, you also get access to an e-version on And you also get access to the quarterly Updates newsletters that make up the “Lynn, Romanek & Borges’ Executive Compensation Annual Service.”

SEC Chair Chris Cox is History

Apparently, SEC Chair Chris Cox resigned on Inauguration Day, even though it didn’t make news until later yesterday – and the SEC still hasn’t issued a press release! Which is pretty ironic given how Cox was fascinated with media coverage during his tenure. Elisse Walter will serve as Acting Chair until the Senate votes on Schapiro’s nomination…

From FEI’s “Financial Reporting” Blog: Here is the White House memo, in which White House Chief of Staff Rahm Emanuel expressed the Obama Administration’s desire to review all new and pending regulations. Among the points in the memo are that: with certain exceptions, no proposed or final regulations should be sent for publication in the Federal Register unless reviewed by a department or agency head appointed or designated by President Obama, and agencies are instructed to consider extending the effective date of pending regulations by 60 days.

The SEC Issues “21st Century Disclosure Initiative” Blueprint

Meeting the timeframe promised, the SEC unveiled its “Report of the 21st Century Disclosure Initiative” last week. As set forth in earlier draft plans, the Report is a high-level blueprint for a new disclosure framework that would result in companies no longer filing lengthy disclosure documents. Instead, companies would maintain an online ‘company file’ with interchangeable parts.

In calmer times, this might be an exciting development (as I’ve blogged about before). These days, it seems like a misdirected focus. The SEC is under heavy attack – and in some cases, for good reason. Time to hone in on substance, not form. Please save our markets.

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– Broc Romanek