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Results: 1-10 of 22

New SEC guidance on emerging growth companies
  • Blank Rome LLP
  • USA
  • October 31 2012

On September 28, 2012, the Securities and Exchange Commission (SEC) issued additional frequently asked questions (FAQs) as part of its guidance on Title I of the Jumpstart Our Business Startups Act (JOBS Act) related to emerging growth companies (EGCs


Advice and insights for audit committees from the PCAOB Chairman
  • Blank Rome LLP
  • USA
  • November 30 2012

At the 2012 annual meeting of the Association of Audit Committee Members, James R. Doty, the Chairman of the PCAOB, spoke on recent PCAOB initiatives designed to enhance the relevance, credibility and transparency of the audit for the sake of investors


The status of proxy access
  • Blank Rome LLP
  • USA
  • September 28 2011

On August 25, 2010, the SEC adopted fi nal rules (i) requiring a company to include director nominees of eligible shareholders in company proxy materials pursuant to a new Rule 14a-11 (proxy access rule) and (ii) enabling shareholders to submit proposals for inclusion in a company’s proxy statement pursuant to Rule 14a-8(i)(8) seeking to amend provisions in the company’s organizational documents relating to proxy access (private ordering rule


Clawback of executive compensation
  • Blank Rome LLP
  • USA
  • September 28 2011

On August 30, 2011, the SEC announced a settlement with James O’Leary, former Chief Financial Officer of Beazer Homes USA, Inc., to recover $1,431,022 in cash representing his bonus compensation, incentive-based and equity-based compensation and stock sale profits received during the 12-month period after the issuance of Beazer’s quarterly and annual financial statements for its 2006 fiscal year


Over $85 million in FCPA fines and penalties announced in the past 90 days is it time to add an FCPA risk factor?
  • Blank Rome LLP
  • USA
  • October 31 2012

Recent deferred prosecution agreements and settlements remind us of the need to carefully consider disclosure issues relating to the Foreign Corrupt Practices Act (FCPA


NYSE proposes new rules related to compensation committee and committee adviser independence
  • Blank Rome LLP
  • USA
  • October 31 2012

The NYSE recently filed proposed rule changes with the SEC related to compensation committee independence and the hiring of compensation advisers


“What, me worry?” Yes, the securities laws apply to private companies!
  • Blank Rome LLP
  • USA
  • January 30 2012

In a case that should serve as a warning to the owners, directors and officers of privately-held companies that offer equity plans to their employees, on December 12, 2011, the SEC filed suit against Stiefel Laboratories, Inc. (at the time of the alleged misconduct, the world’s largest privately held manufacturer of dermatology products and now a subsidiary of GlaxoSmithKline PLC) and Charles Stiefel, the then controlling shareholder, chairman and CEO


NASDAQ proposes to expand an exception to its corporate governance rules
  • Blank Rome LLP
  • USA
  • July 16 2012

Recently, NASDAQ proposed expanding an existing exception to its corporate governance rules to allow a non-independent director who is a family member of a non-executive employee of a listed company to serve on a listed company’s audit committee, compensation committee or nominating committee under exceptional and limited circumstances


SEC comments related to emerging growth companies
  • Blank Rome LLP
  • USA
  • July 16 2012

Since shortly after the JOBS Act became law, the SEC staff has been reviewing registration statements filed by emerging growth companies (EGCs


SEC approves FINRA rule relating to filing of private placements
  • Blank Rome LLP
  • USA
  • July 16 2012

Recently, the SEC approved, on an accelerated basis, FINRA Rule 5123 (the Rule