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Author Archives: Stephen M. Honig

Stock options fallout: Where do we go from here?

More than 200 public companies are now embroiled in Securities and Exchange Commission and company-initiated investigations, as well as private litigation. Aside from the accounting impact, what impact will Sarbanes-Oxley and litigation have on past option violations and future option ...

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The painful evolution of SOX §404

Words! Words! I’m so sick of words! I get words all day through; first from him, now from you! Is that all you blighters can do? Show me! (My Fair Lady). The problem with understanding how to comply with §404 ...

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SEC tender offer rules revamped

The Securities and Exchange Commission last month revised its tender offer rules by eliminating a significant impediment to mounting friendly tender offers for public companies. The revisions eliminate the risk that compensation arrangements entered into with target company executives, who ...

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New disclosure rules require prompt action

Deep Throat famously told Bob Woodward and Carl Bernstein to “follow the money.” Twenty thousand people agree, at least when it comes to compensating high-level executives. That is the (record) number of comments received by the Securities and Exchange Commission ...

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A 'kinder, gentler' Section 404?

You can’t tell the players without a scorecard? When it comes to regulation of smaller public companies, you can’t even understand the scorecard. This article traces recent intense activity concerning Section 404 of Sarbanes-Oxley, and discusses other significant SEC suggestions ...

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Compensation Wars: Is it Disclosure or is it Morality?

The proposal to dramatically increase public disclosure of executive compensation seems to have a moral component meant to "shame" corporate America, according to the author.

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Securities Reform Arrives – For Some Companies

On July 19, in an encyclopedic 468-page “Release,” the Securities and Exchange Commission rewrote the rule book for the sale of securities. The SEC action is consistent with its original proposal in November 2004. The new regulatory scheme takes effect ...

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Agency Planning To Post Online Comment Letters And Responses

In the midst of all the Sarbanes-Oxley regulatory developments, it was easy to miss the Securities and Exchange Commission’s three-page release on June 24. After all, with the SROs remaking the rules of governance, with the SEC remaking the disclosure ...

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