Compliance Monthly archive

May 17, 2019
House to address whistleblower protections
Corporate whistleblowers may have an easier decision to report concerns in-house with the full House of Representatives set to consider a bill that would expand the scope of their protections. If approved, HR 2515 would make clear that whistleblowers who raise concerns about alleged misconduct internally to their employers - but not to the SEC - are protected by the Dodd-Frank Act’s anti...
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May 16, 2019
CII urges SEC to fix non-Gaap CD&A disclosures
The Council of Institutional Investors (CII) has filed a petition with the SEC urging the agency to fix what it says is a regulatory loophole allowing companies to use potentially inflated earnings data in assessing executives’ pay without explanation.  CII is concerned that companies using executive compensation targets based on non-Gaap financial measures are not required to adequately disclos...
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May 14, 2019
SEC approves new tech exchange
The SEC has given the go-ahead for a new US exchange – the Long-Term Stock Exchange (LTSE). Designed for high-growth tech companies with long-term prospects and investors that understand startups, the San-Francisco-based LTSE has big ambitions: to allow startups to list on the public market while focusing on research, to let long-term investors cash in on fast-growing startups and to provide the tools to support both parties. It is arguably the second point...
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May 10, 2019
The week in GRC: SEC proposes easing smaller companies’ audit burdens, and Kraft Heinz to restate earnings
– CNN reported that Kraft Heinz disclosed it will restate more than two years of financial results after some of its employees engaged in misconduct. The company said in an SEC filing that an internal probe found employees had fabricated a number of transactions related to suppliers and procurement. The company said it did not believe the amount of the restatement was ‘quantitative...
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May 08, 2019
Better Markets frets SEC’s offering plan amid positive reviews
Business groups and corporate attorneys have welcomed plans that would allow companies to check out interest in their potential IPOs without having to take formal steps – but concerns have also been raised by Better Markets. The SEC has proposed expanding the scope of the so-called test-the-water regulatory tool that allows prospective issuers to gauge market interest in a possible IPO or other registere...
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May 03, 2019
The week in GRC: Treasury issues sanctions compliance guide, and judge approves SEC-Musk deal
– CNN reported that Anadarko Petroleum announced on Monday it plans to enter merger talks with Occidental Petroleum. The Occidental cash-and-stock bid values Anadarko at nearly $57 billion – about 20 percent more than the takeover deal Anadarko already reached with Chevron. Anadarko and Occidental had been in merger talks even before Chevron’s takeover bid was reached...
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May 03, 2019
Society urges SEC to consider semi-annual reporting option
The Society for Corporate Governance has urged the SEC to maintain flexibility in companies’ approaches to earnings releases – and to take a close look at allowing issuers to report twice a year. The society was responding to an SEC request for feedback on the ‘nature, content and timing’ of earnings releases and quarterly reports. Specifically, the commission is looking for input on how it can ‘reduce burdens on reporting companies associated with quarter...
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