economy
Dodd-Frank VII: Big Picture Thoughts
By David Feldman at 28 July, 2010, 7:21 am
If you are seriously A.D.D., and my summaries of summaries of the Dodd-Frank bill took too long, here I’ll give the big overview of the bill as it may affect smaller public companies. I want to give credit to Weil Gotshal & Manges, Davis Polk & Wardwell, as well as the Harvard Law School Forum on [...]
Read More >>Dodd-Frank Part VI: Exec Comp Changes
By David Feldman at 24 July, 2010, 9:00 am
This is the last post before my conclusory entry on the new Dodd-Frank Wall Street Reform and Consumer Protection Act (one reader said we should call it “Donk,” but I’m just not feeling that one), which was signed into law by Pres. Obama on July 22. Here we cover some of the changes in the area [...]
Read More >>Dodd-Frank Part V: Sarbanes Relief at Last
By David Feldman at 21 July, 2010, 10:48 am
As I write this taking a break from the M&A conference I’m speaking at in Chicago, Pres. Obama is speaking before signing the historic Dodd-Frank bill. By the way, I’ve changed my mind and no longer want to call it “Dank.” I thought it was a cute combination of Dodd and Frank, but I thought [...]
Read More >>Dodd-Frank (”Dank”) Part IV: Not the End!
By David Feldman at 20 July, 2010, 6:56 am
A memorandum from law firm Davis Polk & Wardwell makes it clear. The Dodd-Frank securities regulatory reform bill (I started calling it “Dank”) is just the beginning of reform. Much of the bill relates to instructing various agencies to conduct 243 rulemakings and 67 studies, according to the DPW memo. As mentioned in the prior part [...]
Read More >>Dodd-Frank (”Dank”) Part III: “Accredited Investor” Definition Changed
By David Feldman at 17 July, 2010, 8:28 am
Another meaningful change in the Dank bill affecting smaller companies: the definition of accredited investor as used in SEC Regulation D. When an offering is made under Reg D, a safe harbor is created assuring that the offering is not treated as a public offering. A key to this determination is to see how many [...]
Read More >>Dodd-Frank Part II: Managing Systemic Risk
By David Feldman at 16 July, 2010, 7:45 am
Yesterday the US Senate passed the Dodd-Frank Wall Street Reform and Consumer Protection Act, following the House of Representatives doing the same late last month. Last thing to do: Mr. Obama has to sign it. He will. When? Soon. On the news this morning he seemed very concerned about his daughter starting camp. But yes [...]
Read More >>Dodd-Frank Part I: Fund Adviser Registration
By David Feldman at 15 July, 2010, 9:59 am
It appears the Senate is poised to pass the Dodd-Frank Wall Street Reform and Consumer Protection Act in the next day or so, following the House’s passage late last month. The President is ready to sign it, possibly this weekend. Will Dodd and Frank’s names become as synonymous with securities law changes as Sarbanes and [...]
Read More >>Now What? Supremes Declare PCAOB Board Appointment Process Unconstitutional
By David Feldman at 28 June, 2010, 7:35 pm
Greetings from Toronto and the Reverse Merger Conference. We anticipated a decision this week, and now it has happened. The US Supreme Court today ruled that the process by which Board members of the Public Company Accounting Oversight Board, which registers and audits every accounting firm that serves as auditors for US public companies, are appointed is unconstitutional.
When [...]
SOX 404(b) Permanent Exemption Looking Even Better
By David Feldman at 18 June, 2010, 11:05 am
As I hear it you hear it. It appears the full House-Senate conference committee working on financial industry reform has approved including in the final bill the permanent exemption for smaller public companies to comply with Sarbanes-Oxley Section 404(b) (auditor attestation of internal financial controls). It now looks like it will indeed be part of [...]
Read More >>Reverse Mergers and the G20?
By David Feldman at 18 June, 2010, 7:20 am
What could reverse mergers have to do with the G20 (the group of finance ministers and central bank governors from 19 countries and the EU) summit coming up? The G20 meeting is in Toronto next weekend, and right after that is the Reverse Merger Conference, also in Toronto at the Four Seasons, where presumably some [...]
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