November 10, 2009

Today: “6th Annual Executive Compensation Conference”

Today is the “6th Annual Executive Compensation Conference”; yesterday was the “Tackling Your 2010 Compensation Disclosures: The 4th Annual Proxy Disclosure Conference,” whose archives are already posted. Note you can still register to watch online by using your credit card and getting an ID/pw kicked out automatically to you without having to interface with our Staff (but you can still interface with them if you need to). Both Conferences are paired together; two Conferences for the price of one.

How to Attend by Video Webcast: If you are registered to attend online, just go to the home page of or to watch it live or by archive. A prominent link called “Enter the Conference Here” on the home pages of those sites will take you directly to today’s Conference.

Remember to use the ID and password that you received for the Conferences (which may not be your normal ID/password for or If you are experiencing technical problems, follow these webcast troubleshooting tips. Here are the Conference Agendas; times are Pacific.

How to Earn CLE Online: Please read these FAQs about Earning CLE carefully to see if that is possible for you to earn CLE for watching online – and if so, how to accomplish that. Remember you will first need to input your bar number(s) and that you will need to click on the periodic “prompts” all throughout each Conference to earn credit. Both Conferences will be available for CLE credit in all states except for a few (but hours for each state vary; see the CLE list for each Conference in the FAQs).

How Directors Can Earn ISS Credit: For those directors attending by video webcast, you should sign-up for ISS director education credit using this form. This is meant only to facilitate providing information to ISS; they are the ones in charge of accreditation and any disputes will need to be taken up with them.

Late yesterday, I uploaded a rare afternoon blog to note Corp Fin Shelley Parratt’s important keynote speech regarding what the SEC Staff expects from 2010 executive compensation disclosures, as well as observations from the ’09 proxy season (eg. still not enough “analysis” in the CD&A). Read that blog for more information.

FASB & IASB Reaffirm Convergence by Mid-2011

As noted by FEI’s “Financial Reporting Blog,” the FASB and IASB have announced the release of a 23-page joint statement which reaffirms their commitment to improve IFRS and U.S. GAAP, and to bring about their convergence through completion of the major convergence projects outlined in the FASB-IASB Memorandum of Understanding by June, 2011. The joint statement outlines plans and milestone targets that will guide completion of the major projects by the June, 2011 target date.

Last week, SEC Commissioner Luis Aguilar delivered this speech entitled “Investors Deserve Sustainable Reform — Not More of the Same” in which he decried some of the Congressional efforts to rein in Sarbanes-Oxley and more. Equally impassioned was Floyd Norris in his column entitled “Goodbye to Reforms of 2002.”

The Coming Hostile Deals

In this podcast, Lois Herzeca of Gibson Dunn & Crutcher discusses the expected rise in hostile activity and how to be prepared, including:

– Why is hostile deal activity expected to increase over the next year?
– What interesting examples have occurred recently?
– What should companies be doing strategically to best position themselves?
– What should companies be doing in terms of structural defenses and what should they avoid?
– How should companies address their key investors and shareholder base?

– Broc Romanek