PCI
Showing 33–48 of 188 results
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What’s an IC-DISC and why would you want one?
August / September 2016
Newsletter: Public Company Insights
Price: $225.00, Subscriber Price: $157.50
Word count: 409
Abstract: The interest-charge domestic international sales corporation (IC-DISC) is one of the last remaining opportunities that can provide tax incentives for exporters. Historically, IC-DISCs have been used primarily by private companies, but public companies shouldn’t overlook this potentially significant tax break available through the creation of such a corporation. This article explains how an IC-DISC works and its tax benefits.
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Raising capital – SEC explains how to avoid general solicitation
August / September 2016
Newsletter: Public Company Insights
Price: $225.00, Subscriber Price: $157.50
Word count: 738
Abstract: While the SEC lifted the ban on general solicitation and advertising (collectively, “general solicitation”) in connection with certain private placements several years ago, many companies prefer to conduct these offerings under rules that prohibit general solicitation. To help companies steer clear of trouble, the SEC has issued guidance on the meaning of general solicitation and the types of activities it allows.
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Protect against insider trading charges with a 10b5-1 plan
August / September 2016
Newsletter: Public Company Insights
Price: $225.00, Subscriber Price: $157.50
Word count: 535
Abstract: Defending allegations of insider trading can be a challenge: Under Rule 10b5-1, a securities purchase or sale is deemed to be made “on the basis of” material nonpublic information (MNPI) if the insider is aware of MNPI at the time of the transaction. One of the best ways for insiders to protect themselves against insider trading charges is to establish a 10b5-1 trading plan. This article describes how to design a 10b5-1 plan.
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Understanding the new lease accounting standard
August / September 2016
Newsletter: Public Company Insights
Price: $225.00, Subscriber Price: $157.50
Word count: 825
Abstract: Recently, the FASB issued its long-awaited lease accounting standard. Accounting Standards Update No. 2016-02, Leases (Topic 842), will have a big impact on the financial statements of companies that lease real property, equipment, vehicles and other fixed assets. This article details four things public companies need to know in preparation for the new standard. A sidebar looks at whether leasing arrangements require two sets of books.
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How internal whistleblowers are protected against retaliation
June / July 2016
Newsletter: Public Company Insights
Price: $225.00, Subscriber Price: $157.50
Word count: 418
Abstract: Recently, an appellate court ruled that the “antiretaliation” provision of the Dodd-Frank Act applies to internal whistleblowers, not just those who report suspected securities law violations. This article summarizes the case and enumerates several SEC rules that offer eligible whistleblowers incentives to report.
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Should your auditor do your taxes?
June / July 2016
Newsletter: Public Company Insights
Price: $225.00, Subscriber Price: $157.50
Word count: 552
Abstract: Should public companies use the same firm to perform external audits and prepare their tax returns? This article explores the question. Under the Sarbanes-Oxley Act, auditor-provided tax services don’t necessarily raise independence issues. But companies are urged to have their audit committees closely review such arrangements.
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Case closed – Company had no duty to disclose SEC investigation
June / July 2016
Newsletter: Public Company Insights
Price: $225.00, Subscriber Price: $157.50
Word count: 646
Abstract: For public companies, determining whether to disclose an SEC investigation can be difficult. This article covers a recent federal court case that provides valuable guidance on the issue, ruling that the company wasn’t obliged to disclose an ongoing investigation. However, readers are cautioned that it may still be advisable to disclose such investigations in some circumstances.
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Balancing act – Providing executive incentives in a low-stock-price environment
June / July 2016
Newsletter: Public Company Insights
Price: $225.00, Subscriber Price: $157.50
Word count: 833
Abstract: Stock options can be powerful tools for attracting, motivating and retaining employees — at least when stock prices are rising. But, as this article explores, depressed stock prices present challenges for public companies. It suggests several strategies, such as using financial modeling, for companies whose stock has lost significant value. A sidebar discusses nonequity incentives that might replace stock options.
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IRS continues to crack down on corporate inversions
April / May 2016
Newsletter: Public Company Insights
Price: $225.00, Subscriber Price: $157.50
Word count: 450
Abstract: IRS Notice 2015-79 represents just the latest attack on corporate inversion transactions. According to the Notice, the IRS intends to issue regulations designed to make it more difficult for companies in the United States to invert, and to limit the tax benefits of this strategy. This article discusses the history of IRC Section 7874, the 2004 regulation designed to thwart the use of corporate inversions for tax avoidance. It also makes it clear that the new regulations make needed changes to help achieve the intent of Sec. 7874.
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Recent accounting developments affect public companies
April / May 2016
Newsletter: Public Company Insights
Price: $225.00, Subscriber Price: $157.50
Word count: 713
Abstract: Keeping up with changing accounting and auditing standards is critical to every public company’s well-being. Thus, this article discusses simplified business combination accounting, new guidance on recognizing and measuring financial instruments, and disclosure required of audit participants.
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Crowdfunding: An alternative to an IPO?
April / May 2016
Newsletter: Public Company Insights
Price: $225.00, Subscriber Price: $157.50
Word count: 848
Abstract: At long last, the SEC has adopted final rules permitting equity crowdfunding under Title III of the Jumpstart Our Business Startups (JOBS) Act of 2012. This article discusses the issue of companies that are eligible for crowdfunding, the advantages and disadvantages of this tool, and how critical it is to adhere to the reporting and disclosure requirements. A short sidebar discusses the investment limits of crowdfunding.
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SEC updates unbundling guidance for M&A votes
April / May 2016
Newsletter: Public Company Insights
Price: $225.00, Subscriber Price: $157.50
Word count: 624
Abstract: Late last year, the SEC modified its guidance on the proxy “unbundling” rule. The unbundling rule — found in SEC Rule 14a-4(a)(3) — requires that proxy statements “identify clearly and impartially each separate matter intended to be acted upon.” This article notes examples of material amendments that would require a separate vote, explains how existing guidance is expanded to require a separate vote by the target’s shareholders as well, and discusses the impact of these changes.
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Cyber threats loom large – How COSO’s new framework helps mitigate risk
February / March 2016
Newsletter: Public Company Insights
Price: $225.00, Subscriber Price: $157.50
Word count: 416
Abstract: Data breaches and other cyber threats are among the biggest risks companies face today. To help companies address these risks, the Committee of Sponsoring Organizations of the Treadway Commission (COSO) released a research report in 2015 that provides guidance on how to evaluate and manage cyber risks. For example, COSO offers five internal control components such as controlling the environment, using risk assessments and developing control activities.
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The NYSE expands material news and trading halt policies
February / March 2016
Newsletter: Public Company Insights
Price: $225.00, Subscriber Price: $157.50
Word count: 703
Abstract: Recently, the New York Stock Exchange (NYSE) amended its Listed Company Manual to expand the hours during which listed companies must provide advance notice to the NYSE before disseminating “material news.” Material news generally is understood to mean news that’s likely to cause stock price volatility. The updated manual provides guidance on the release of material news after trading closes, and methods for releasing material news. This article covers pretrading material news, and the circumstances under which the NYSE has the authority to halt trading and when, among other items.
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Putting a different spin on mandatory auditor rotation
February / March 2016
Newsletter: Public Company Insights
Price: $225.00, Subscriber Price: $157.50
Word count: 572
Abstract: U.S. accounting regulators and standard-setters have considered implementing mandatory auditor rotation for public companies. The rationale for such a rule is that term limits would help prevent auditors from developing long-term relationships with their clients that, proponents of rotation believe, inhibit professional skepticism. However, a recent study suggests that the opposite is true: Auditors are less likely to question their clients’ accounting decisions if they’re required to rotate periodically. This article discusses the role of professional skepticism, the impact of auditor rotation and why it’s important to evaluate the pros and cons.
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Pay ratio disclosure – Why public companies must disclose a CEO’s compensation
February / March 2016
Newsletter: Public Company Insights
Price: $225.00, Subscriber Price: $157.50
Word count: 902
Abstract: In August 2015, the SEC finalized its pay ratio disclosure rule, which requires a public company to disclose the ratio of its CEO’s total annual compensation to that of its “median employee.” Although the first disclosures aren’t required until 2018, this article explains why companies should begin to prepare now. A sidebar discusses pay ratio disclosure as it’s generally required by all U.S. public companies subject to the Summary Compensation Table disclosure requirements of Regulation S-K, Item 402(c).