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Results: 11-20 of 72

Court rejects shareholder proposal due to insufficient proof of ownership
  • Holland & Knight LLP
  • USA
  • April 11 2011

Rather than attempt to exclude a shareholder proposal through the normal SEC channels, a company filed a lawsuit in the Federal District Court for the Southern District of Texas seeking a declaratory judgment that would allow the company to exclude the shareholder proposal submitted by John Chevedden due to his alleged lack of eligibility


SEC Division of Corporation Finance issues new CDIs on say on pay and golden parachute compensation
  • Holland & Knight LLP
  • USA
  • February 28 2011

On February 11, 2011, the SEC's Division of Corporation Finance issued new Compliance and Disclosure Interpretations (CDIs) with respect to shareholder approval of executive compensation and to golden parachute compensation


Chief Accountant reminds lawyers that GAAP and not the ABA-auditor treaty governs loss contingency disclosure
  • Holland & Knight LLP
  • USA
  • February 28 2011

At a recent New York Bar Association conference, Wayne Carnall, Chief Accountant of the SEC's Division of Corporation Finance, warned registrants to avoid relying on the long-standing ABA-auditor "treaty" between lawyers and auditors when deciding what to report about litigation contingencies in financial statements


SEC Commissioner Aguilar gives speech on board diversity
  • Holland & Knight LLP
  • USA
  • April 11 2011

In his speech titled "Board Diversity: Why It Matters and How to Improve It," SEC Commissioner Luis A. Aguilar indicated there could be improvement in the disclosure provided by companies regarding board diversity, as newly required under the changes to Item 407 of Regulation S-K in late 2009


Public Company Accounting Oversight Board issues concept release regarding audited financial statements
  • Holland & Knight LLP
  • USA
  • July 11 2011

On June 21, 2011, the Public Company Accounting Oversight Board (PCAOB) issued a concept release relating to possible revisions to the PCAOB’s standards relating to reports on audited financial statements


Negative "say-on-pay" advisory votes continue; derivative suits filed for other companies that received "negative" votes
  • Holland & Knight LLP
  • USA
  • May 2 2011

Three additional companies have failed to obtain majority support in their say-on-pay votes: Umpqua Holdings Corporation, Stanley Black & Decker, Inc. and Navigant Consulting


Delaware enjoins vote on merger pending curative disclosure
  • Holland & Knight LLP
  • USA
  • March 14 2011

On March 4, 2011, the Delaware Chancery Court enjoined a target from holding a shareholder meeting to vote on the approval of a merger agreement pending dissemination of curative proxy disclosure of both the amount of contingent fees to be paid to its investment adviser and the negotiations regarding the compensation that the CEO and president of the target would receive when he joined the acquirer after consummation of the merger


SEC proposes rules requiring disclosure of incentive-based compensation arrangements at financial institutions
  • Holland & Knight LLP
  • USA
  • March 14 2011

On March 2, 2011, the SEC proposed rules that require certain financial institutions to disclose the structure of their incentive-based compensation practices and prohibit such institutions from maintaining compensation practices that encourage inappropriate risks


SEC Division of Corporation Finance issues new CDIs on a variety of topics
  • Holland & Knight LLP
  • USA
  • March 14 2011

On March 4, 2011, the SEC's Division of Corporation Finance issued new Compliance and Disclosure Interpretations (CDIs) covering a variety of matters, including one on the CD&A, two on Rule 144, two on free writing prospectuses and two on director disclosures, as well as two others


SEC issues new Staff Accounting Bulletin Number 114
  • Holland & Knight LLP
  • USA
  • March 14 2011

On March 7, 2011, the SEC's Office of the Chief Accountant and Division of Corporate Finance jointly issued Staff Accounting Bulletin (SAB) Number 114, which revises or rescinds portions of the interpretative guidance included in the codification of the SAB Series