Janet Spreen

Janet Spreen


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Latest Publications


Securities and Governance Updates – January 2017

As part of BakerHostetler’s commitment to serve as a strategic business partner, we are pleased to publish this first edition of our Securities & Governance Bulletin. This resource is designed to keep executives, corporate...more

1/27/2017 - Clawbacks Conflict Mineral Rules Corporate Governance Directors Dodd-Frank Executive Compensation Glass Lewis ISS No-Action Relief Pay Ratio Proxy Access Proxy Advisors Proxy Season Proxy Voting Guidelines Regulation S-K Rule 14a-8 SEC Shareholder Proposals Shareholders Universal Proxy Cards

SEC's Division of Corporation Finance Updates Non-GAAP Interpretations

In recent months, the Securities and Exchange Commission (the “SEC”) has signaled that the use of non-GAAP measures will be scrutinized closely. Chair Mary Jo White has discussed non-GAAP disclosures in speeches, urging...more

5/25/2016 - C&DIs Form 8-K GAAP Non-GAAP Financial Measures Regulation G Regulation S-K SEC

SEC Publishes Concept Release on Modernizing Business and Financial Disclosure Requirements

On April 13, 2016, the Securities and Exchange Commission (the “SEC”) published a concept release (the “Release”) seeking comment on “modernizing certain business and financial disclosure requirements in Regulation S-K.”...more

5/10/2016 - Disclosure Requirements Fixing America’s Surface Transportation Act (FAST Act) Regulation S-K SEC

U.S. Court of Appeals Strikes Down Reporting Requirement Under the SEC's Conflict Minerals Rules

On April 14, 2014, the U.S. Court of Appeals for the D.C. Circuit issued its decision in National Association of Manufacturers, et al., v. Securities Exchange Commission, a case involving a challenge to the SEC’s conflict...more

4/25/2014 - Conflict Mineral Rules Disclosure First Amendment National Association of Manufacturers SEC

ISS Releases Details on Governance QuickScore 2.0

Late last month, Institutional Shareholder Services Inc. (ISS) reported its updates and enhancements to Governance QuickScore, its governance risk assessment tool, which will be used to score public companies during the 2014...more

2/5/2014 - Corporate Governance ISS QuickScore

SEC Releases Proposed Rules on Regulation A-Plus

In yet another effort to display Congress' commitment to the "democratization of access to capital," the Securities and Exchange Commission (the "SEC") has proposed rule amendments to Regulation A under the Securities Act of...more

1/15/2014 - JOBS Act Regulation A SEC Securities Act of 1933 Title IV

SEC Issues Proposed Pay Ratio Rules

On September 18, 2013, the SEC voted 3 to 2 in favor of proposed "pay ratio" rules, which require each registrant to disclose the median of the annual total compensation of all of its employees (the MATC), the annual total...more

9/25/2013 - Annual Filings Annual Reports CEOs Disclosure Requirements Dodd-Frank Executive Compensation Form 10-K Pay Ratio SEC Transparency

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