All SEC articles – Page 81
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Blog
SEC Proposes New Disclosures for Investment Companies
The SEC has proposed new rules and forms to modernize reporting for mutual funds, ETFs, and other registered investment companies. A new monthly portfolio reporting requirement, Form N-PORT, would require registered funds, other than money market funds, to provide portfolio-wide and position-level holdings data to the SEC. Details inside.
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Blog
Ding, Dong: EDGAR Fraud Calling
On May 14, PTG Capital Partners, a London-based investment firm, disclosed in a regulatory filing on the Securities and Exchange Commission’s EDGAR system that it offered to buy Avon for $18.75 a share. The firm, however is fictitious, raising questions of how EDGAR was gamed and why the filing was ...
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Article
As SEC Delays on Extractive Payments, World Moves Ahead
The SEC has fought all sides on its proposed rule to disclose payments to governments for mining rights: oil and gas companies on one hand saying the rule is flawed; activists on the other saying the rule is overdue. The trouble, however, is that while the SEC tussles in court, ...
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Dun & Bradstreet Discloses FCPA Investigation Costs
Dun & Bradstreet, a commercial data and analytics provider, disclosed in a recent securities filing that it spent slightly more this time around than the same period last year on costs associated with its China investigation into possible violations of the Foreign Corrupt Practices Act. Details inside.
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SEC Chief Accountant Retreats From IFRS Filing Idea
Image: SEC chief accountant James Schnurr is distancing himself from an idea he floated last year that the Commission might allow U.S. companies an option to report under International Financial Reporting Standards. Schnurr says staff outreach revealed “little support” for that idea, essentially leaving convergence to standard setters. Details inside.
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Throwing Books & Records at ’Em
Image: Compliance officers responsible for accurate books and records and effective internal control over financial reporting may be entering a brave new world of regulatory enforcement. The SEC is stepping up its use of administrative proceedings to impose strict liability on even relatively minor infractions of securities law. “The SEC ...
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Latest Pay Disclosure: Bring on the Metrics, Break Out the Peers
Image: Compensation committees and external reporting executives should brace for impact from the SEC’s newest addition to executive compensation disclosure: pay-for-performance rules. The detailed new disclosures (tagged in XBRL, no less) will be extensive, the consequences for executive pay unknown. “How useful is this information really going to be? To ...
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Parsing the Data on Financial Restatements
Image: The data behind financial restatements tell a fairly positive tale for 2014, with improvements in financial reporting across many variables (unless you’re an accelerated filer, where restatements edged up from the prior year). Inside we have a close look at which companies restated for what reasons, and whether improvement ...
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Despite LIBOR Manipulation, SEC Grants Deutsche Bank Waiver
Image: The SEC has decided not to let an admission of LIBOR manipulation result in the loss of Deutsche Bank’s well-known seasoned issuer status. “It is safe to assume that these waiver requests will continue to roll in, as issuers are now emboldened by an unofficial Commission policy to overlook ...
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SEC Revisits Cross-Border Swap Rules
The Securities and Exchange Commission is seeking to better define the requirements for security-based swap transactions that involve a foreign entity’s activity in the United States. A new proposed rule addresses what to do when only certain activities involving a security-based swap transaction occur within the United States. More inside.
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Blog
SEC Proposes Pay-Versus-Performance Disclosure Rule
The SEC has proposed a new pay-for-performance disclosure rule, requiring companies to report the relationship between compensation paid to named executive officers and the Total Shareholder Return of both the company and its peer group. The proposal marks the first time the Commission will require data tagging in the XBRL ...
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Blog
$600,000 to Man in Whistleblower Retaliation Case
The SEC has awarded $600,000 to the first person ever at the center of a whistleblower retaliation case, giving him the maximum award possible for information he provided to the SEC in an investigation against a financial firm in Albany, N.Y. The firm itself was charged in 2014 with retaliating ...
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Study: Disclosing Control Weaknesses Does You Few Favors
Companies that disclose control problems ahead of restatements get no pat on the back or other indicators of gratitude from investors, according to a recent academic study. On the contrary, they are more likely to face harsher consequences for their transparency than companies that provide no advance warning. More inside.
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Legislation Seeks Transparency on Tax-Deductible Settlements
A bill filed by Sens. Elizabeth Warren (D-Mass.) and James Lankford (R-Okla.) would require transparency on tax deductions that minimize the cost of an enforcement action. Any statement by a federal agency about the value of a settlement would need to explain how much of that agreement is tax deductible ...
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Article
The Multimillion Dollar Question: When to Self-Report?
Image: The mantra from regulators when uncovering potential violations of the Foreign Corrupt Practices Act is clear: self-report early and often. Still, companies might want to take a more nuanced approach to that decision, and some legal voices maintain that occasionally shareholders are best served by staying silent. “Right now, ...
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Audit Litigation Risk Down, but Not Out
The respite from litigation that audit firms have enjoyed the past few years may be ending. A recent study found class-action lawsuits alleging accounting improprieties rose in 2014 after two of the lightest years in the past decade. While only a tiny fraction of those class-action filings are directed at ...
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SEC Ponders Tension Over Management Review Controls
Image: Amid continued tension over what it takes to satisfy auditors and regulators with respect to management review controls, the SEC is pondering whether some kind of new guidance might be in order. Deputy Chief Accountant Brian Croteau said recently, “It’s not an area that seems to be improving. So ...
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Blog
UTC Gets Second Subpoena in Bribery Probe
United Technologies Corp. has disclosed that it received a second subpoena from the SEC for potential violations of anti-bribery laws. UTC said the SEC issued the subpoena “seeking documents related to internal allegations of alleged violations of anti-bribery laws from UTC’s aerospace and commercial businesses, including but not limited ...
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SEC Eyes ‘Pay for Performance’ Rules Next Week
The SEC will hold an open meeting April 29 to take action on pay-for-performance disclosure rules required by the Dodd-Frank Act. The Commission will consider rules stemming from Section 953 of Dodd-Frank, requiring public companies to disclose the relationship between executive pay and incentives with the financial performance of the ...
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Article
Sentencing Commission Shifts Focus on Fraud Punishments
The U.S. Sentencing Commission has adopted new sentencing guidelines for financial fraud, heaping more punishment on masterminds but reducing penalties for others who might be lower-level minions in such frauds. The change has provoked mixed emotions in the legal community. Some welcome the new flexibility extended to judges as they ...