All posts by Cydney Posner

Some ways to shorten 10-Ks and 10-Qs

by Cydney Posner I loved this column from Compliance Week by Scott Taub, former deputy chief accountant and former acting chief accountant at the SEC. It’s full of common sense ideas about how to shorten 10-Ks and 10-Qs, both of which seem to grow exponentially longer every year. Making them shorter […]

Cyberthieves collect confidential information, apparently to conduct insider trading

by Cydney Posner Here is an unnerving warning from FireEye, a cybersecurity firm, discussed in this article from MarketWatch, regarding a sophisticated, native-English-speaking group, designated FIN4, that has targeted almost 100 public companies, primarily healthcare and pharma, to compromise their confidential information. What’s unusual here is that the apparent purpose of […]

Republicans to SEC Chair: delay pay ratio rules. Is a repeal attempt in the offing?

by Cydney Posner The WSJ reports that three Republican congressman — House Financial Services Committee Chairman Jeb Hensarling, and Reps. Scott Garrett  and Bill Huizenga —  have written to SEC Chair Mary Jo White urging that the SEC stop spending time on the pay-ratio disclosure rules and prioritize completing rulemaking […]

D.C. Circuit grants petition for panel rehearing of conflict minerals case

by Cydney Posner The D.C. Circuit court of Appeals has granted the petitions of the SEC and Amnesty International for panel rehearing (and the motion of Amnesty to file a supplemental brief) in connection with the conflict minerals case, National Association of Manufacturers, Inc. v. SEC. (The Court also ordered that […]

Another twist on restrictive bylaw provisions: minimum support thresholds

by Cydney Posner In this article, Reuters discusses yet another creative permutation on restrictive bylaw provisions — requiring that plaintiffs in certain shareholder litigation provide consents to the litigation from shareholders holding shares in excess of a minimum threshold. The problem the bylaw seeks to address is that shareholder litigation is […]

New version of conflict minerals reporting template now available

by Cydney Posner The Conflict-Free Sourcing Initiative (CFSI) has now made available a new version of the conflict minerals reporting template (CMRT) that has become the standard tool for gathering information from suppliers on conflict minerals  The new template can be downloaded for free.  The template is designed to help […]

NACD releases “Critical Issues for Board Focus in 2015”

by Cydney Posner The National Association of Corporate Directors has just released “Critical Issues for Board Focus in 2015.”  The issues list was developed following the NACD’s dialogues with a number of major institutional investors and roundtable discussions among investors and committee chairs of Fortune 500 companies.  The publication presents […]

Will FASB delay effectiveness of the new revenue recognition standard?

by Cydney Posner According to this article in Compliance Week, the FASB is considering deferring the effective date of the new revenue recognition standard. A decision will be made “no later than early second quarter” on whether to propose a delay. The article reports that, as FASB staff conducted site […]

Four questions audit committees should ask their audit firms

by Cydney Posner Audit Committee members may be interested in this release issued by the PCAOB in August 2012 designed “to assist audit committees in (1) understanding the PCAOB’s inspections of their audit firms and (2) gathering useful information from their audit firms about those inspections.” The PCAOB regularly performs inspections of […]

A little inside scoop in the ATP fee-shifting bylaws case

by Cydney Posner Today, at the PLI Securities Regulation Institute, the Honorable Jack Jacobs, formerly a Justice of the Delaware Supreme Court, was asked to comment on ATP Tour, Inc. v. Deutscher Tennis Bund, the Delaware Supreme Court case holding that a “fee-shifting” bylaw adopted by a board was “facially […]