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Results: 11-20 of 69

Division of Corporation Finance issues additional CDIs on executive compensation

  • Holland & Knight LLP
  • -
  • USA
  • -
  • March 22 2010

On March 12, 2010, the Division of Corporation Finance issued additional Regulation S-K Compliance and Disclosure Interpretations (CDIs) relating to disclosure of bonuses when an executive declines to accept the bonus, and the scope of the new compensation consultant disclosure requirement

FASB and IASB publish joint exposure draft on the reporting entity

  • Holland & Knight LLP
  • -
  • USA
  • -
  • March 22 2010

On March 11, 2010, the Financial Accounting Standards Board (FASB) and the International Accounting Standards Board (IASB) issued a joint exposure draft titled, "Conceptual Framework for Financial Reporting: The Reporting Entity."

Second Circuit clarifies Section 10(b) duty to update and Rule 10b-5 pleading standard

  • Holland & Knight LLP
  • -
  • USA
  • -
  • March 22 2010

On March 1, 2010, the Second Circuit Court of Appeals affirmed in part and vacated in part a securities class action brought against a company for failing to update investors concerning problems with an agreement with the United States Postal Service (USPS) to serve as the preferred provider of USPS's electronic postmark

Court permits company to exclude shareholder proposal

  • Holland & Knight LLP
  • -
  • USA
  • -
  • March 22 2010

Rather than go through the SEC process for excluding shareholder proposals, an issuer sought a declaratory judgment from the District Court for the Southern District of Texas that it may exclude a shareholder proposal from its proxy statement

PCAOB proposes auditing standard on Communications with Audit Committees

  • Holland & Knight LLP
  • -
  • USA
  • -
  • April 5 2010

On March 29, 2010, the Public Company Accounting Oversight Board (PCAOB) proposed for comment an auditing standard on Communications with Audit Committees, and a series of related amendments to its interim standards

Division of Corporation Finance issues “Dear CFO” letter questioning repurchase agreements

  • Holland & Knight LLP
  • -
  • USA
  • -
  • April 5 2010

On March 29, 2010, the Division of Corporation Finance staff posted a sample letter it provided to the chief financial officer of certain public companies requesting information about repurchase agreements, securities lending transactions, or other transactions involving the transfer of financial assets with an obligation to repurchase the transferred assets

Corporate governance amendments included in manager amendment to Senator Dodd bill

  • Holland & Knight LLP
  • -
  • USA
  • -
  • April 19 2010

On March 22, 2010, the Senate Committee on Banking, Housing and Urban Affairs approved a 114-page Manager's Amendment to the bill introduced by Senator Dodd titled, "Restoring American Financial Stability Act of 2010" (the "2010 Bill"

Senator Dodd introduces new financial reform bill

  • Holland & Knight LLP
  • -
  • USA
  • -
  • March 22 2010

On March 15, 2010, Senator Dodd introduced the Restoring American Financial Stability Act of 2010 (the "2010 Bill"

Delaware chancery court adopts standard for controlling stockholder going private transactions

  • Holland & Knight LLP
  • -
  • USA
  • -
  • June 7 2010

The Delaware Court of Chancery held that the "entire fairness" standard of review applies to a going private transaction (tender offers and mergers) initiated by a controlling stockholder unless the transaction is both (i) negotiated and affirmatively recommended by a special committee of independent directors and (ii) conditioned on the affirmative tender or approval of a majority of the minority stockholders

SEC’s Chief Accountant addresses status of accounting and auditing standards projects

  • Holland & Knight LLP
  • -
  • USA
  • -
  • June 7 2010

On May 21, 2010, the SEC's Chief Accountant, James Kroeker, testifying before a Subcommittee of the U.S. House Committee on Financial Services, addressed the status of various accounting and auditing standards matters that the SEC is working on in conjunction with the Financial Accounting Standards Board (FASB) and the Public Company Accounting Oversight Board (PCAOB