Here is your recap of important topics we covered recently in The Securities Edge, a blog by Gunster’s securities and corporate governance attorneys. Did you miss them? Sign up now to receive future blog posts by email as soon as each is published.
Pay ratio FAQs
Pay ratio (unfortunately) coming to public company filings soon
Leading practices for calculating the ratio and providing narrative disclosure will develop over the next couple of years, but the important parts of the new pay ratio disclosure rules are summarized here, including:
- What is the required disclosure?
- How do we identify the median employee?
- Where do we disclose this information? What will it look like?
- Is anyone exempt from this rule?
- When do we have to provide this disclosure?
The debate is on!
Registered investment advisers and anti-money laundering compliance: Is it practical?
In the spirit of public debate, here are a few thoughts regarding FinCEN’s proposed rule requiring investment advisers registered with the SEC to establish anti-money laundering programs.
FinCEN is proposing to delegate its authority for compliance to the SEC. Assuming the SEC isn’t busy enough already, the burden on the SEC may not be justified.
SEC on EB-5 investments
SEC charges unlicensed broker/dealers in EB-5 program
This is the first SEC action to be brought in connection with unregistered broker-dealer activities involving foreign investors seeking residency in the U.S.
It demonstrates the SEC’s willingness to (1) exercise its enforcement powers in connection with these immigration-related matters; and (2) vigorously enforce compliance with broker/dealer registration.
Bob’s Upticks
Timely news and comments on securities and corporate governance developments.
Pay ratio disclosure: Myths and madness
On Aug. 5, the SEC adopted final rules that will require publicly traded companies to disclose the ratio of the CEO’s “total compensation” to that of the “median employee.” One piece of good news is that pay ratio disclosures won’t be needed until 2018 for most companies.
Why I hate ‘best practices’
Bob takes on the California State Teachers’ Retirement System’s Best Practices in Board Composition.
Summer doldrums in DC? Not so much!
Early July was a busy one for the SEC and PCAOB. The SEC published rule proposals on clawbacks, and issued its long-awaiting concept release on audit committee disclosure. Meanwhile, the PCAOB requested comment on audit participant disclosures, as well as issued its own concept release on possible quantitative “Audit Quality Indicators.”
A dispatch from the front lines (with SEC Chair White telling us to wave the white flag)…
Mary Jo White was the opening speaker at the recent national conference of the Society of Corporate Secretaries and Governance Professionals in Chicago. While she was perfectly straightforward about her views, she basically told the corporate community to give up with regard to four issues: interim vote tallies, universal proxy ballots, zombie directors, and shareholder proposals.
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This publication is for general information only. It is not legal advice, and legal counsel should be contacted before any action is taken that might be influenced by this publication.
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Gunster, Florida’s law firm for business, provides full-service legal counsel to leading organizations and individuals from its 13 offices statewide. Established in 1925, the firm has expanded, diversified and evolved, but always with a singular focus: Florida and its clients’ stake in it. A magnet for business-savvy attorneys who embrace collaboration for the greatest advantage of clients, Gunster’s growth has not been at the expense of personalized service but because of it. The firm serves clients from its offices in Boca Raton, Fort Lauderdale, Jacksonville, Miami, Naples, Orlando, Palm Beach, Stuart, Tallahassee, Tampa Bayshore, Tampa Downtown, Vero Beach, and its headquarters in West Palm Beach. With more than 280 attorneys and consultants, and over 290 committed professional staff, Gunster is ranked among the National Law Journal’s list of the 500 largest law firms and has been recognized as one of the Top 100 Diverse Law Firms by Law360. More information about its practice areas, offices and insider’s view newsletters is available at www.gunster.com.
