Compliance Archive

Dec 31, 2020
Bringing color to the proxy statement
At Home Group went public in 2016 and filed its first proxy statement in 2018. At that time ‘there was no color, no cover page, no bells or whistles, and we thought that was sufficient to cover our interests,’ says Meredith Hampton, vice president and associate general counsel of At Home. In 2019 the company faced its first say-on-pay vote and received only 49 percent support. It was a wake-up call that something needed to change, and the response was two-fold: ...
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Dec 29, 2020
Inside Change Healthcare’s award-winning compliance program
Change Healthcare’s legal and compliance team has, in a relatively short period of time, proven itself to be adept at tackling major compliance and ethics challenges in a highly regulated industry. The department began work in 2017 when the company was created in a joint venture between McKesson Corporation and the Blackstone Group. With general counsel Loretta Cecil at the helm, the team integrates all parts of the business that deal with governance, compliance, ...
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Dec 28, 2020
Visa’s company-wide approach to compliance
One of the features of Visa’s highly impressive compliance work over the past year or so has been its efforts to integrate that work across the business. In the words of chief compliance officer Obiamaka Madubuko: ‘We think compliance is but one piece of the overall puzzle.’ That view has led Visa’s compliance team to beef up its partnerships with the controllership, audit and risk functions. The teams meet quarterly to look at the risks facing the industry,...
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Dec 23, 2020
Implementing new Regulation SK requirements
The SEC has adopted amendments to the business description, legal proceedings and risk factor disclosures required by reporting companies in annual and quarterly reports and registration statements. The amendments are intended to modernize disclosure requirements, including by eliminating certain duplicative requirements and improving the usability of filings for investors. The SEC expects the amendments to elicit disclosures that are tailored to each registrant’s partic...
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Nov 02, 2020
Governance Matters: Entities are everything – get them handled
High-profile fraud can have a massive impact on public companies, so the pressure is on for transparency across multiple geographies and jurisdictions. It’s a crucial part of the corporate secretary’s role. Jarrod Simpson, CEO of governance services at Computershare, and Connor Kuratek, chief corporate counsel and assistant corporate secretary at Marsh & McLennan Companies, speak to Corporate Secretary about why entity management matters and outline the infl...
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Oct 28, 2020
SEC’s Peirce raises concerns over CCO liability
SEC member Hester Peirce has raised concerns about the potential regulatory liabilities facing chief compliance officers (CCOs) and has suggested the commission – and the compliance profession – develop new guidance. In a speech earlier this month, Peirce said she shared fears some observers have raised that a growing ‘specter of personal liability’ may lead to some talented individuals giving up a career in compliance. She noted that the New York City Bar e...
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Oct 23, 2020
The week in GRC: SEC changes auditor independence rules, and Yale investment chief seeks money manager diversity
– Reuters reported that, according to lawyers, lobbyists and policy experts, a decade-long Republican campaign to weaken the Consumer Financial Protection Bureau’s (CFPB) independence would backfire if Democrat Joe Biden wins the presidential election and gains the power to replace the agency’s director with a consumer champion. The Trump administration has relaxed enforcement and some rules and successfully...
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