Public Companies
Showing 97–112 of 188 results
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FINRA issues FAQs about public offering review process
Year End 2013
Newsletter: Public Company Insights
Price: $225.00, Subscriber Price: $157.50
Word count: 404
Abstract: Among other things, the Financial Industry Regulatory Authority (FINRA) reviews the underwriting arrangements for all public offerings to ensure that the underwriter’s compensation is fair and reasonable. To demystify what can be a confusing process, FINRA recently published a set of answers to frequently asked questions (FAQs) about public offering reviews. This article looks at some of the highlights.
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Executives: Watch out for clawbacks
Year End 2013
Newsletter: Public Company Insights
Price: $225.00, Subscriber Price: $157.50
Word count: 474
Abstract: The SEC has adopted a more aggressive approach toward “clawbacks” of CEO and CFO compensation. Emboldened by a recent win in a federal court case, the SEC has signaled that this issue is a priority and it will continue to seek clawbacks from executives after a public company restates its financials for misconduct-related reasons — regardless of the executives’ role in the transgressions that led to the restatement. This article discusses how the SEC is expanding its efforts.
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How new regs help promote tax-efficient acquisitions
Year End 2013
Newsletter: Public Company Insights
Price: $225.00, Subscriber Price: $157.50
Word count: 631
Abstract: In May 2013, the IRS issued final regulations that may provide greater flexibility to structure acquisitions in a tax-efficient manner. This article describes how these regulations enable corporations to sell a subsidiary’s stock to noncorporate buyers — such as private equity funds or groups of funds — on a tax-advantaged basis.
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Updated COSO framework – Will your company’s internal controls make the grade?
Year End 2013
Newsletter: Public Company Insights
Price: $225.00, Subscriber Price: $157.50
Word count: 919
Abstract: Earlier this year, the Committee of Sponsoring Organizations of the Treadway Commission (COSO) updated its Internal Control — Integrated Framework. The framework is particularly relevant for public companies required by the Sarbanes-Oxley Act to file annual reports on the design and operating effectiveness of their internal controls. This article discusses the five interrelated components of the COSO framework and the enhancements that bring the framework into line with changes that have occurred over the past 20 years. A sidebar lists the 17 principles of effective internal control defined in the updated framework.
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Lease accounting proposals likely to affect most companies
October / November 2013
Newsletter: Public Company Insights
Price: $225.00, Subscriber Price: $157.50
Word count: 322
Abstract: The Financial Accounting Standards Board and the International Accounting Standards Board are reviewing comments on their joint proposal to overhaul the lease accounting standards. If adopted, the new standards would affect virtually every company involved in lease transactions. This article examines the details.
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Fair disclosure in the Internet age – Using social media for corporate announcements
October / November 2013
Newsletter: Public Company Insights
Price: $225.00, Subscriber Price: $157.50
Word count: 744
Abstract: Public companies are increasingly using social media outlets, such as Facebook, LinkedIn and Twitter, to make important announcements. But these relatively new communication channels raise questions about compliance with Regulation FD, the SEC’s “fair disclosure” regulation. This article discusses SEC guidance to address these questions.
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Targeting financial fraud – A look at the SEC’s newest weapon
October / November 2013
Newsletter: Public Company Insights
Price: $225.00, Subscriber Price: $157.50
Word count: 520
Abstract: After focusing on financial-crisis-related cases for several years, the SEC is once again turning its attention to accounting fraud and other financial-disclosure issues. The Commission is developing software that sifts through the numbers and language in financial reports for warning signs that earnings have been manipulated or results misstated. This article explains how language — ranging from a higher word count to fewer colons and present tense verbs — could signal potential fraud.
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Insider trading – How a 10b5-1 plan may help reduce risk
October / November 2013
Newsletter: Public Company Insights
Price: $225.00, Subscriber Price: $157.50
Word count: 838
Abstract: “Insider trading” is a highly charged term, but it’s not necessarily illegal for corporate insiders to buy and sell stock or other securities. Nevertheless, even well-intentioned trades by insiders can cause trouble for public companies. One of the most effective defenses against liability for illegal insider trading is a 10b5-1 trading plan that’s independently administered by a broker or other third party. This article explains how a 10b5-1 plan should be designed and describes best practices to follow even with such a plan. A sidebar discusses legal vs. illegal activities.
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Doing business in China: A roundup of recent events
August / September 2013
Newsletter: Public Company Insights
Price: $225.00, Subscriber Price: $157.50
Word count: 315
Abstract: For U.S. companies, it can be challenging to keep up with all the rapid changes in China. This article summarizes a few recent developments of interest to business investors, including recent expansion of investment areas and how an economist views the investment climate.
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Need cash? Borrow it from a foreign subsidiary
August / September 2013
Newsletter: Public Company Insights
Price: $225.00, Subscriber Price: $157.50
Word count: 558
Abstract: U.S. companies with foreign subsidiaries generally aren’t subject to tax on the subsidiary’s income until it’s “repatriated.” But what if a company needs a foreign subsidiary’s cash to fund operations, buy back stock or meet other needs? This article describes how it might be possible for a company to tap a subsidiary’s cash without generating a huge tax bill, by borrowing it in the form of short-term loans.
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Why you need to know your corporate governance score
August / September 2013
Newsletter: Public Company Insights
Price: $225.00, Subscriber Price: $157.50
Word count: 696
Abstract: Earlier this year, Institutional Shareholder Services (ISS) — the largest and most influential proxy advisory firm — unveiled its Governance QuickScore rating system. Given the significant impact governance issues can have on investor decisions, companies should review their QuickScore rating and ensure it’s based on accurate data. This article explains how the scores are determined, while a sidebar describes four categories of QuickScore rating factors.
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Judgment call – Supporting your executive compensation decisions
August / September 2013
Newsletter: Public Company Insights
Price: $225.00, Subscriber Price: $157.50
Word count: 962
Abstract: During the past few years, shareholders, government agencies and the general public have closely scrutinized how public companies compensate their executives. However, as this article discusses, a recent court case reaffirms a board’s discretion when it comes to compensation decisions and provides valuable guidance on protecting those decisions against shareholder challenges. A sidebar notes that, while Internal Revenue Code (IRC) Section 162 limits a public company’s deduction for top executives’ compensation to $1 million per year, Sec. 162(m) provides an exception for qualified performance-based compensation.
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International accounting standards: Momentum shifts
June / July 2013
Newsletter: Public Company Insights
Price: $225.00, Subscriber Price: $157.50
Word count: 310
Abstract: In recent years, support seemed to be building for adoption of International Financial Reporting Standards and for their convergence with U.S. Generally Accepted Accounting Principles. But recently the momentum has shifted in favor of a slower, more moderate approach. It’s uncertain when the SEC will make a final decision and which strategy it’ll adopt, but this article discusses the concerns it’s expressed.
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How the U.K. Bribery Act asks U.S. companies to go the extra mile
June / July 2013
Newsletter: Public Company Insights
Price: $225.00, Subscriber Price: $157.50
Word count: 863
Abstract: U.S. public companies are already well aware of the Foreign Corrupt Practices Act of 1977 (FCPA). But there’s less awareness of the U.K. Bribery Act of 2010 (U.K. Act). Any company that has offices or conducts business activities in the United Kingdom needs to become familiar with it. This article notes the different provisions of the two acts and what companies need to do to ensure adequate procedures are in place to guard against strict corporate liability.
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NYSE streamlines notification process
June / July 2013
Newsletter: Public Company Insights
Price: $225.00, Subscriber Price: $157.50
Word count: 551
Abstract: Earlier this year, the SEC approved a proposal by the New York Stock Exchange (NYSE) to establish a uniform method for listed companies to notify the exchange of certain events relevant to investors. In most cases, companies should comply with their notification obligations by using the NYSE’s compliance website. This article lists events that should be reported and what information is still required to be reported by phone.
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Patient Protection and Affordable Care Act – Health care coverage doesn’t have to be taxing
June / July 2013
Newsletter: Public Company Insights
Price: $225.00, Subscriber Price: $157.50
Word count: 676
Abstract: The Patient Protection and Affordable Care Act of 2010 contains some potentially costly tax provisions affecting businesses. This article focuses on the shared responsibility, or “play or pay,” provision of the health care act; it describes what constitutes “affordable” and “minimum value” insurance and the penalties that midsize or large companies must pay if they don’t provide it. A sidebar discusses guidance regarding the shared responsibility provisions.