All articles by Joe Mont – Page 64
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Defining Materiality and Sustainability
“Materiality” has long been defined as that financial information which might harm or benefit a shareholder. In modern corporate governance, however, that’s changing. One new proposal seeks to define material information in terms of sustainability for multiple stakeholders, not just shareholders. That has sparked debates over fiduciary duty, corporate personhood, ...
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Supply Chain Risk Continues to Challenge Companies
Rare is the business these days that can afford to be cavalier about the regulatory scrutiny on its supply chain. So why do so many still struggle so much to gain visibility and control over vendors and suppliers? A lack of sophistication in monitoring third parties (never mind fourth parties ...
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SEC Launches Regulation S-X Review
The Securities and Exchange Commission is seeking public comment on the effectiveness of financial disclosure requirements in Regulation S-X. The request for comment, part of the Commission’s Disclosure Effectiveness Initiative, focuses on financial disclosures companies must file regarding acquired businesses and affiliated entities
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SEC Details How Government Shutdown May Affect Services
Anticipating a potential government shutdown, the Securities and Exchange Commission has published an “operational plan.” The EDGAR filing system would remain functional, but staff will be unable to process filings, provide interpretive advice, or issue no-action letters. New or pending registration statements and applications for exemptive relief will not be ...
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SEC Proposes Changes to Administrative Proceedings
The SEC has proposed changes to how it conducts its administrative proceedings, amid growing scrutiny of “APs” in the business and judicial world. The measures clarify the timing of proceedings, simplify requirements to seek a review by the full Commission, and require those involved in administrative proceedings to file and ...
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SEC Proposes New Rules for Mutual Funds, ETFs
The SEC has proposed a slate of rules intended to enhance effective liquidity risk management by mutual and exchange-traded funds. Among the requirements is a requirement for a board-approved liquidity risk management program. The Commission would also allow “swing pricing,” reflecting costs associated with shareholders’ trading activity in a fund’s ...
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Appellate Court Ruling Leaves Compliance Officers Whistling in the Dark
Image: The recent appellate court ruling to expand Dodd-Frank whistleblower protections again, even to those who don’t report misconduct to the SEC, does no favors for companies trying to find the right policies for anti-retaliation. Ken Gage, head of the whistleblower defense practice at law firm Paul Hastings, says the ...
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Calls for More Data Sharing to Step Up Terrorism Fight
Washington wants Corporate America to step up its attention to terrorism risk. That was the message at a recent congressional hearing, the latest instance of voices saying business and government should cooperate to uncover terrorists’ sophisticated financing schemes. “Most of the early warning signs reside with the private sector, and ...
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SEC Details Focus Areas for Next Cyber-Security Exams
The SEC will broaden its focus on cyber-security concerns during forthcoming examinations of registered broker-dealers and investment advisers by its Office of Compliance Inspections and Examinations. Among the areas primed for greater scrutiny: governance and risk assessment; access rights and controls; data loss prevention; vendor management; employee training; and incident ...
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Supreme Court Asked to Consider No-Action Letters
As if the process for excluding shareholder proposals wasn’t confusing enough, now the Supreme Court could weigh in. Trinity Wall Street has petitioned it to review a 2014 appellate court ruling, which found that a proposal requiring that Walmart’s board review the retailer’s policy on gun sales encroached upon “ordinary ...
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CFTC Makes it Official: Bitcoin is a Commodity
Bitcoin, the controversial virtual currency vexing financial regulators, is now officially a commodity—at least in the eyes of the Commodity Futures Trading Commission. On Thursday, with the CFTC’s first ever enforcement action against an unregistered Bitcoin options trading platform, the agency designated the virtual currency, and potentially others like it, ...
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FINRA Pitches Safe Harbor For Firms Flagging Investor Exploitation
The Financial Industry Regulatory Authority’s Board of Governors has advanced proposed rulemaking that would allow the firms it oversees to place a temporary hold on a disbursement of funds or securities if it has a reasonable belief that financial exploitation is occurring. The rule would provide firms with a safe ...
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SEC Tells Money Market Funds to Ditch Credit Ratings
The Securities and Exchange Commission has removed credit rating references from its rules governing money market funds, substituting a new risk-based asessmet of the securities they hold. The Dodd-Frank Act required all federal agencies to remove references to, or requirements involving, credit ratings issued by nationally recognized statistical rating organizations. ...
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Internal Investigations Just Got a Lot More Complicated
Image: Compliance officers should brace themselves after Deputy Attorney General Sally Yates’ speech last week calling for more prosecution of individuals involved in corporate misconduct—the implications for internal investigations are huge. Inside we have the full analysis of how this policy shift, which sharply splits company and executive interests, will ...
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As Startups Grow, Many Start Needing Compliance Sooner
Once upon a time, start-up companies—whether toiling away in a garage somewhere or moving their way up in the world—rarely even considered a compliance program; that was something they would only need in the future. Now many find that the future comes mighty fast these days. Inside, a closer look ...
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Labor Dept. Rule Bans Pay Talk Discipline by Gov. Contractors
The Department of Labor has issued a final rule prohibiting federal contractors from disciplining, firing, or discriminating against employees and job applicants who inquire about, discuss, or disclose their compensation or the pay of their coworkers. The rule applies to all federal contractors, sub-contractors, and contracts that exceed $10,000 in ...
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Big Banks Agree to Preserve Records on Symphony Chat Program
New York State has reached agreements with Goldman Sachs, Deutsche Bank, Credit Suisse, and Bank of New York Mellon regarding recordkeeping requirements for the Symphony chat and messaging platform, a service aimed at banks. The agreements require Symphony to retain all communications sent to or from the banks through its ...
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Court: Whistleblowers Protected, SEC Reporting or Not
A federal appeals court has ruled that employees are covered by anti-retaliation protections for whistleblowers provided by the Dodd-Frank Act, even if they don’t file a report with the SEC. The ruling is a warning to businesses to tread carefully when handing out discipline to a suspected whistleblower, whether or ...
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Blog
DoJ Shifts Policy on Corporate Prosecutions, Individual Culpability
Image: Representing a potential sea change in how the Justice Department approaches corporate prosecutions, a new policy memo stresses the importance of individual prosecutions. The memo, by Deputy Attorney General Sally Yates, appears to be a reaction to widespread criticism that in the wake of the financial crisis the Justice ...
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SEC Charges Bankrate, Former Executives With Accounting Fraud
Bankrate Inc. has agreed to pay $15 million to settle accounting fraud charges leveled against it by the Securities and Exchange Commission. Three former executives were also charged, accused of fraudulently manipulating the company’s financial results to meet analyst expectations. Bankrate’s former CFO Edward DiMaria is also accused of selling ...