TheCorporateCounsel.net

Here are the survey results on audit committees and earnings releases (compare to 2008 results):

1.Does your Audit Committee review your company’s earnings releases prior to their release to the media?
– Yes – 96.2%
– No – 3.9%

2. If the answer to #1 is “Yes,” how many days prior to public issuance of the earnings release is a draft typically sent to the Audit Committee?
– One day or less – 20.0%
– Two days – 22.0%
– Three days – 36.0%
– Four days or more – 22.0%

3. Does the Audit Committee hold a meeting for the purpose of discussing each earnings release prior to their release to the media?
– Yes, and mostly (or all) by telephone meetings – 73.6%
– Yes, and mostly (or all) by face-to-face meetings – 18.9%
– No – 7.6%

4. If the answer to #3 is “No,” is the Audit Committee informed about issues that will be discussed in the related earnings release?
– Yes, in writing – 30.0%
– Yes, at a meeting – 50.0%
– No – 20.0%

5. Does your Audit Committee hold a single meeting to review both the earnings release and draft Forms 10-Q and 10-K?
– Yes – 45.3%
– No – 54.7%

Please take a moment to participate in this “Quick Survey on Insider Trading Policies: Pledges & Margin Accounts” – and this “Quick Survey on Rule 10b-18 & Buybacks.”

Insider Trading for Dummies: Don’t Google “How to Avoid Getting Caught”

Yesterday, the SEC issued this press release charging a guy in Bristol-Myers Squibb’s Treasury department with insider trading on confidential information about companies being targeted for potential acquisitions.. Who googles how not to get caught when insider trading?!

Study: Whistleblowers Don’t Do It For The $$$

This Cooley alert – entitled “Are Most Whistleblowers Just Rogue Employees Out For a Buck?” – delves into a study that found only 2% report observing misconduct externally and that whistleblowers are not necessarily motivated by money. The alert refers to a Compliance Week piece entitled “SEC’s Whistleblower Bounties Will be Awarded Subjectively” also worth reading. Finally, check out this Forbes article entitled “Whistleblower Case Against GE, New Report Show Real Motives For Attacks on SEC Program”.” This study seems significant because it debunks one of the main arguments against the SEC’s whistleblower program – that it would eviscerate internal compliance systems.

– Broc Romanek