Month: December 2018

SEC accounting fellows address evaluation of internal control over financial reporting

A number of members of the SEC accounting staff addressed the 2018 AICPA Conference on Current SEC and PCAOB Developments.  Some of the remarks provided helpful guidance for evaluating internal control over financial reporting.

Clayton reviews 2019 regulatory priorities and risks the SEC is monitoring

In a speech given yesterday at Columbia University, SEC Chair Jay Clayton reviewed the SEC’s regulatory achievements over the past year, metaphorically slapping the SEC and the staff on the back for a job well done in accomplishing 88% of the items identified on the SEC’s near-term agenda for fiscal 2018. Of particular interest, however, was his discussion of the some of the priority items on the 2019 agenda.  In closing, Clayton hammered again at three risk areas that the SEC is currently monitoring—yes, those three. Clearly, the signal is that companies should consider these risks.

The impact of short-term pressures on long-term decision-making

In this article in the WSJ and this article in the New Yorker, the authors discuss the challenges companies encounter when they try to make long-term investment decisions in the face of short-term market pressures: the debate between short-term and long-term thinking on Wall Street “is a key concern for chief executives trying to justify major capital investments that can take years to pay off. Long-range strategies can be hard to pull off in an era when Wall Street is fixated on three-month reporting periods.” Should companies try to please long-term investors or investors who are “playing the quarterly game?” What about hedge-fund activists that threaten to force the company to adopt a short-term perspective?

SEC and EDGAR closed on Wednesday in observance of national day of mourning

The SEC has posted this announcement regarding  the closure of the SEC and the EDGAR system on Wednesday, December 5, 2018, in observance of a national day of mourning for former President George H.W. Bush.

Members of Chevedden group shift focus to environmental, social and political proposals

Companies that have long battled the prolific John Chevedden group on corporate governance shareholder proposals, as first noted on theCorporateCounsel.net proxy season blog, may be heartened to hear — or maybe not—that some members of the group are changing their focus.