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Whistleblower Law Firm Complains To SEC

Two partners from a self-described law firm that specializes in the representation of whistleblowers have sent a letter to the SEC Commissioners complaining about the use of severance agreements to prevent employees from...more

5/20/2013 - SEC Severance Agreements Whistleblowers

8-K’s Announcing Reg FD Social Media Channels Begin; NYSE Weighs In

The SEC opened the barn doors on use of social media, or merely reaffirmed existing guidance, depending on your point of view, in a recent Section 21(a) report....more

4/19/2013 - Facebook Netflix NYSE Regulation FD SEC Social Media

Court Dismisses Another Say-On-Pay Disclosure Case

The District Court for the Northeastern District of Illinois recently granted a Rule 12(b)(6) motion to dismiss an action styled Noble v. AAR Corp. The plaintiff alleged that the company failed to provide adequate...more

4/9/2013 - Disclosure Requirements Dodd-Frank Federal Rule 12(b)6) Regulation S-K Say-on-Pay Symantec

Accredited Crowdfunding, Internet Advertising And General Solicitation

The SEC recently granted two accredited crowdfunding sites exemptions from the broker-dealer rules because the type of carried interest (or close equivalent) used to compensate the site is not transaction based compensation. ...more

4/5/2013 - Accredited Investors Advertising Broker-Dealer Crowdfunding General Solicitation Lamp Technologie Inc SEC

SEC Commissioner Gives Speech On Proxy Disclosure

SEC Commissioner Luis A. Aguilar recently gave a speech setting forth his views on proxy disclosure. Some of the more interesting points were...more

3/1/2013 - Board of Directors Compensation Committee Disclosure Requirements Diversity Dodd-Frank Proxy Statements Proxy Summaries Risk Management SEC

Hedge Funds And Private Equity Groups On SEC Examination Priority List

The Office of Compliance Inspections and Examinations, or OCIE, administers the SEC’s nationwide examination and inspection program. The National Examination Program, or NEP, has published its examination priorities to...more

2/25/2013 - AIFMD Asset Management Conflicts of Interest Dodd-Frank ETFs Hedge Funds Investment Adviser OCIE Portfolio Managers Private Equity Private Equity Funds SEC Sec Examination Priorities

SEC Official Describes Model To Identify Anomalous Accounting Results By Registrants

Craig M. Lewis, Chief Economist and Director, Division of Risk, Strategy, and Financial Innovation, U.S. Securities & Exchange Commission, described the SEC’s “Accounting Quality Model,” or AQM. This model is being designed...more

2/20/2013 - Accounting Quality Model Earnings Management Financial Statements Fraud GAAP SEC

Changes To D&O Questionnaires To Implement NYSE And Nasdaq Compensation Committee Independence Rules

Both the NYSE and Nasdaq stock exchanges are requiring most issuers to have independent compensation committees by the earlier of their first annual meeting after January 14, 2014, or October 14, 2014. ...more

2/4/2013 - Compensation Committee Directors Dodd-Frank Independence Rules Nasdaq NYSE Officers Questionnaires

ISS Offers Issuers The Chance To Verify Governance Rating Data

ISS is in the process of rolling out a new governance rating called QuickScore, that will replace the GRID rating system. According to ISS, QuickScore will help institutional investors identify and monitor potential...more

1/29/2013 - Corporate Governance Group Rating System Investors ISS QuickScore

NYSE Adopts Uniform Notice Provision For Listed Issuers

Various NYSE require listed companies to provide notice to the NYSE upon certain events. The methods specified to give notice vary from rule to rule and sometimes no notice method is specified. The SEC has approved an...more

1/22/2013 - Issuers Listing Standards Notice Requirements NYSE SEC

SEC Official Describes Enforcement Priorities For Hedge Funds

Bruce Karpati, Chief, SEC Enforcement Division’s Asset Management Unit, recently described enforcement priorities with respect to hedge funds. He noted the Asset Management Unit, comprised of 75 staff across 11 offices,...more

12/28/2012 - Asset Management Enforcement Hedge Funds Investment Adviser Private Equity Funds SEC

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