Public Companies
Showing 129–144 of 188 results
-
Americans abroad — Has your company taken anticorruption measures?
June / July 2012
Newsletter: Public Company Insights
Price: $225.00, Subscriber Price: $157.50
Word count: 656
Abstract: In today’s global economy, anticorruption laws present an enormous liability risk for public companies. In addition to complying with the Foreign Corrupt Practices Act of 1977 (FCPA), many U.S. companies must comply with the UK Bribery Act 2010 (UKBA), considered by many to be the toughest anticorruption law in the world. As this article explains, even inadvertent violations of the FCPA or UKBA can result in high penalties, so companies need to implement an anticorruption program that extends to both employees and third parties.
-
Derivatives and financial instruments — FASB mandates new disclosures for balance sheet offsetting
June / July 2012
Newsletter: Public Company Insights
Price: $225.00, Subscriber Price: $157.50
Word count: 394
Abstract: In 2011, the Financial Accounting Standards Board (FASB) established new disclosure requirements for companies that offset assets and liabilities related to derivatives and financial instruments. These requirements are intended to facilitate comparison between financial statements prepared under U.S. GAAP and those prepared under International Financial Reporting Standards (IFRS).
-
Buying or selling a subsidiary? Watch out for the Unified Loss Rule
June / July 2012
Newsletter: Public Company Insights
Price: $225.00, Subscriber Price: $157.50
Word count: 919
Abstract: Corporate groups that file consolidated tax returns are subject to a complex set of regulations — perhaps none more intricate than the Unified Loss Rule (ULR). The ULR is triggered when a member of a consolidated group sells or otherwise transfers a subsidiary’s stock at a loss. Failing to take the ULR into account when negotiating the sale or acquisition of a subsidiary can lead to unpleasant tax surprises for buyers and sellers alike. This article explains the three-tier approach the URL uses to prevent recognition of noneconomic or duplicate losses, while a sidebar offers an example of how duplicate losses arise.
-
SEC reduces pool of accredited investors — What it might mean for your next securities offering
June / July 2012
Newsletter: Public Company Insights
Price: $225.00, Subscriber Price: $157.50
Word count: 890
Abstract: In December 2011, the SEC finalized a rule amending its “accredited investor” net worth standards. The rule doesn’t change the $1 million net worth threshold, but it excludes the value of an investor’s home (together with any debt secured by the home) from the equation. Although there are certain exceptions, the rule could affect a company’s plans for new securities offerings. This article discusses a popular safe harbor, along with the final rule in the context of 2010’s Dodd-Frank act.
-
Recent accounting developments affecting public companies
April / May 2012
Newsletter: Public Company Insights
Price: $225.00, Subscriber Price: $157.50
Word count: 404
Abstract: Keeping up with changing accounting standards is critical to every public company’s well-being. This article summarizes two recent developments: 1) the SEC’s “condorsement” (convergence and endorsement) alternative to requiring U.S. companies to adopt International Financial Reporting Standards (IFRS); and 2) recent FASB/IASB progress on developing uniform revenue recognition standards.
-
Better safe than sorry — SEC provides guidance on cybersecurity risks
April / May 2012
Newsletter: Public Company Insights
Price: $225.00, Subscriber Price: $157.50
Word count: 539
Abstract: The SEC’s Division of Corporation Finance recently issued guidance on the obligations of public companies to disclose cybersecurity risks and “cyber incidents.” This article discusses several disclosure obligations — including risk factors, financial statement disclosures and disclosure controls and procedures — that may require a discussion of cybersecurity in SEC filings.
-
Carve-out transactions — Approaching due diligence with a scalpel
April / May 2012
Newsletter: Public Company Insights
Price: $225.00, Subscriber Price: $157.50
Word count: 712
Abstract: In a carve-out, a company sells a subsidiary, division, facility, product line or other portion of its business. These transactions appeal to buyers seeking valuable businesses at bargain prices, as well as to sellers looking to shed noncore business units. But to be successful they require intense due diligence. This article examines the special considerations involved, from financial information to human resources to technology and intellectual property issues.
-
Restricted stock vs. RSUs: The critical difference
April / May 2012
Newsletter: Public Company Insights
Price: $225.00, Subscriber Price: $157.50
Word count: 1132
Abstract: At one time, stock options were the incentive of choice for public companies. Options remain an effective way to motivate and retain executives, but during the last several years other tools — including restricted stock and restricted stock units (RSUs) — have gained in popularity. This article describes the different tax advantages that each tool offers and the particular administrative advantages of RSUs. A sidebar notes that RSUs enable companies and employees to defer taxes by delaying delivery of shares after the RSUs vest — providing the deferral is timely.
-
Ruling highlights dangers of exposing whistleblowers
February / March 2012
Newsletter: Public Company Insights
Price: $225.00, Subscriber Price: $157.50
Word count: 386
Abstract: When dealing with whistleblowers protected by the Sarbanes-Oxley Act, public companies need to tread lightly. This article discusses a recent decision by the U.S. Department of Labor’s Administrative Review Board, which allowed a whistleblower’s retaliation complaint to proceed, even though he hadn’t been fired or otherwise subjected to “tangible employment consequences,” such as a demotion or suspension.
-
How the SEC is clearing the way for proxy access votes
February / March 2012
Newsletter: Public Company Insights
Price: $225.00, Subscriber Price: $157.50
Word count: 576
Abstract: The SEC has abandoned its efforts to make proxy access mandatory for all public companies, but it has finalized a rule that allows shareholders to propose proxy access procedures on a company-by-company basis (so-called “private ordering”). This article explains what it means for public companies.
-
What do shareholders want? — Latest ISS survey offers some answers
February / March 2012
Newsletter: Public Company Insights
Price: $225.00, Subscriber Price: $157.50
Word count: 823
Abstract: Management teams at public companies may not always understand or adequately address shareholder concerns — but they need to try. One valuable tool for learning what shareholders want is the annual survey conducted by Institutional Shareholder Services (ISS). This article summarizes results from its recent survey. For example, public companies and institutional investors agree on many critical corporate governance topics, including compensation and board member qualifications. But they differ on other certain key issues, including “say-on-pay.”
-
Enterprise risk management: The time to act is now
February / March 2012
Newsletter: Public Company Insights
Price: $225.00, Subscriber Price: $157.50
Word count: 996
Abstract: Corporate shareholders, government regulators, stock exchanges and credit rating agencies are scrutinizing the way public companies manage risk. Implementing an enterprise risk management (ERM) program is one of the best ways for companies to address such concerns. But companies have been slow to implement ERM or have done so ineffectively. This article looks at guidelines developed by the Committee of Sponsoring Organizations of the Treadway Commission to help companies develop a customized approach to ERM. A sidebar lists some specific action steps.
-
Federal court strikes down SEC rule – What it means for the future of proxy access
Year End 2011
Newsletter: Public Company Insights
Price: $225.00, Subscriber Price: $157.50
Word count: 549
Abstract: In July 2011, a federal court struck down on procedural grounds the SEC’s controversial proxy access rule, which would have permitted shareholders to submit proposals to amend a corporation’s bylaws to establish proxy access procedures for shareholder nominees. Whether the SEC tries to re-adopt the rule or adopt a new one, it’s important that public companies be prepared for any eventuality.
-
4 approaches to enhanced auditors’ reports
Year End 2011
Newsletter: Public Company Insights
Price: $225.00, Subscriber Price: $157.50
Word count: 511
Abstract: The Public Company Accounting Oversight Board (PCAOB) recently issued a concept release seeking feedback on potential enhancements to auditors’ reports on public companies’ financial statements. The Board undertook this project in response to investor demand for audit reports that provide greater transparency and relevance to investors and other financial statement users. This article discusses the four potential approaches for achieving this goal that are outlined in the release.
-
Rounding up recent accounting developments
Year End 2011
Newsletter: Public Company Insights
Price: $225.00, Subscriber Price: $157.50
Word count: 318
Abstract: This article summarizes several recent accounting developments that affect public companies: the SEC’s discussion of whether — and when — to adopt International Financial Reporting Standards for U.S. companies; FASB and IASB proposals for joint standards on revenue recognition and lease accounting; and a FASB proposal to simplify goodwill impairment testing.
-
Executive compensation – Watch out for performance pay tax traps
Year End 2011
Newsletter: Public Company Insights
Price: $225.00, Subscriber Price: $157.50
Word count: 1178
Abstract: At year end, public companies need to evaluate performance-based compensation arrangements with top executives to ensure that these arrangements meet tax deductibility requirements. Otherwise, their tax bills could increase by hundreds of thousands — or even millions — of dollars. This article describes the steps necessary to avoid the $1 million cap normally associated with this deduction. A sidebar states the requirements for stock-based awards to qualify as performance pay.