This is one of the greatest speeches that Commissioner Aguilar has ever given. It’s an oldie but a goodie.  Still as relevant today as it was last year.  I guess I’m getting nostalgic for him already. The Importance to the Capital Markets of Updating the Rules Regarding Transfer Agents Commissioner Luis A. Aguilar U.S. Securities…

How a Public Company Changes its Fiscal Year Are you thinking of changing your fiscal year-end?  It can be expensive.  When a public company wants to change its fiscal year it is an event that needs to have an 8-k filed.  On the Form 8-K a change in fiscal year is under Item 5.03, which…

Remarks at the 34th Annual Current Financial Reporting Issues Conference Commissioner Michael S. Piwowar New York, New York Nov. 16, 2015 Thank you, Linda [Zukauckas], for that wonderful introduction. I appreciate the opportunity to discuss a few thoughts on the current and future state of financial reporting with you this afternoon.[1] As the conference brochure…

Surfing the Wave: Technology, Innovation, and Competition – Remarks at Harvard Law School’s Fidelity Guest Lecture Series Commissioner Kara M. Stein Nov. 9, 2015 Thank you, Professor [Hal] Scott, for that kind introduction. Before I begin, I need to issue the standard disclaimer that you may have heard other SEC Commissioners repeat: the views that…

FINRA’s Proposed Rules for Funding Portals Title III of the Jumpstart Our Business Startups Act (“JOBS Act”) was enacted in 2012 with the goal of increasing American job creation and economic growth. Specifically, Title III authorizes and regulates equity “Crowdfunding” which is basically using business models like Kickstarter and Indiegogo to sell equity securities. Under…

REGULATION FAIR DISCLOSURE             The Securities and Exchange Commission (“SEC”) has issued many laws that aim to protect investors in the securities market. Most of these laws deal with forced disclosure, a compelled transparency by publicly traded companies of mostly financial information that will create a well-informed, and therefore, safer market place. Some examples of…

The Jumpstart Our Business Startups Act (“JOBS Act”) was passed by Congress in April 2012 has been implemented in stages through a contentious standoff between the SEC and Congress.  This sweeping reform was passed by Congress and the SEC was not given sufficient resources to implement the JOBS Act. Timeline for JOBS Act Implementation Title…

Any student of securities laws knows that the Federal Deposit Insurance Corporation plays an important role in safeguarding the integrity of our financial markets.  I’m very interested in the FDIC and I’m surprised there aren’t more histories written about it.  Here is my brief summary of what is out there so far. The Federal Deposit…

  This is the draft of a paper I hope to continue developing. I hope to eventually publish it.  Therefore, this is the first of several posts about delisting and deregistering your public company. Introduction The Securities and Exchange Commission (the “SEC”) permits certain issuers to voluntarily “opt-out” of the public company reporting system when its…

First of all, an auditor’s dismissal, declination, or resignation triggers Item 4.01 of Form 8-K, meaning the Company will need to file an 8-K within four days of dismissal or resignation. You can do it one or two 8-Ks, meaning you can announce the auditor’s resignation in an 8-K and then file another 8-K when…

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