SEC issues fee rate advisory for fiscal 2015
by Cydney Posner On Friday, the SEC announced that the fees for registration of securities and certain other transactions in fiscal 2015 will be $116.20 per million dollars, down from $128.80 per million dollars last year. Under Dodd-Frank, the annual rate changes must take effect on the first day of […]
Does size matter?
by Cydney Posner According to a study of boards of directors conducted for the WSJ, size does matter, and major corporations with smaller boards of directors tend to outperform their peers with larger boards. (The study is discussed in the article entitled “Smaller Boards Get Bigger Returns” by Joann S. […]
FASB issues new ASU to fill the gap in GAAP guidance regarding going-concern uncertainties
by Cydney Posner Yesterday, FASB issued an Accounting Standards Update (ASU) regarding the disclosure of uncertainties about a company’s ability to continue as a going concern. ASU 2014-15 “provides guidance to an organization’s management, with principles and definitions that are intended to reduce diversity in the timing and content of disclosures […]
SEC approves NASDAQ proposal to eliminate automatic upgrade to Global Select Market
by Cydney Posner The SEC has approved NASDAQ’s proposal, as discussed in this post, to modify Rule 5305 to eliminate the annual review and automatic transfer of companies from the NASDAQ Global Market to the NASDAQ Global Select Market. As a result, NASDAQ will now review Global Market-listed companies for […]
SEC staff to issue guidance related to new revenue recognition standard
by Cydney Posner With 700 pages of new rules released regarding FASB’s new revenue recognition standard, it’s no wonder that companies have a lot of questions about the rules. (For more on the standard, see this post .) According to this article in Compliance Week, the SEC is on the verge […]
Fee-shifting bylaw developments in the courts
by Cydney Posner Those expecting that the Delaware court, in a case involving Hemispherx, would soon address the as-applied validity of a fee-shifting bylaw may be disappointed. (As discussed in this post and this Cooley Alert, the Delaware Supreme has already ruled in another case that a “fee-shifting” bylaw adopted […]
PCAOB set to finalize rule requiring identification of lead audit partner
by Cydney Posner Last week, the WSJ reported that the PCAOB expects to finalize a new rule this September that would require audit firms to disclose the name of the engagement partner for each audit. The purpose of the rule, according to its proponents, is to encourage auditors to perform […]
Broadridge releases stats for 2014 proxy season
by Cydney Posner As reported in thecorporatecounsel.net blog, Broadridge has released its statistics for this past proxy season (proxy statements for shareholder meetings mailed between March 1, 2014 and June 14, 2014). As reported by Broadridge, some of the trends include the following:
Are the calls for shareholder democracy merely ceremonial?
by Cydney Posner According to this paper, despite all the sturm und drang associated with corporate governance issues, these issues amount to little more than corporate governance kabuki—highly stylized, symbolic rituals with little substantive effect. (Although, for fun, check out this article from Slate, which tells us that we’re all misusing “kabuki,” […]
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