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One of my “throw-in’s” in a recent blog created quite a stir – in the blog, I noted this “Steak for Stock” promotion from Smith & Wollensky. As one member noted: “If they accept their own stock (are they public?), do you suppose it is a tender offer? Or is there an exception if the steak is ordered well-done?”

Smith & Wollensky’s competitors have taken notice. Maloney & Porcelli have now weighed in with this promotion…

Directors and Officers as Broker-Dealers? California Weighs In

From Keith Bishop: The California case of People v. Cole has caused some concern about whether officers and directors of issuers must be licensed as broker-dealers. Last October, the California Commissioner issued this release in an attempt to allay these concerns. Note that the Commissioner is considering – but has not yet formally proposed – a rule to mirror SEC Rule 3a4-1, which sets forth the conditions for a non-exclusive safe harbor for persons associated with an issuer who are not deemed to be brokers.

Just Mailed: March-April Issue of The Corporate Executive

The March-April Issue of The Corporate Executive was just mailed and includes analysis of:

1. IFRS 2, Income Statement Volatility, and Tax Expense
– Warning: Tax Expense Under IFRS 2 Could Be Significantly Higher
– A Slight Reprieve But, IFRS Marches On
– Accounting for Tax Effects Under IFRS 2
– Comparing the Two Approaches
2. Understanding the ESPP $25,000 Limitation
– The Controversy
– More Complexities
– A Humdinger of a Spreadsheet
– Penalties
3. Follow-Up: ESPP Expense When Purchases Are Limited
4. Cost-Basis Reporting
– Are You (and Your Brokers and Transfer Agents) Ready?
– A Primer on Cost Basis for Stock Compensation
– Transitioning to Cost-Basis Reporting
– Companies Need to Begin Preparing Now
5. IRS Audits
– IRS Stepping Up Audit Activity
– 409A Audits Started Already?
6. The SEC’s New Compensation-Risk Evaluation: Is “Process” Disclosure Required?

Act Now: Try a no-risk trial to have this issue rushed to you.

– Broc Romanek