Compensation Consultants for Public Companies Must Be “Independent” Per New SEC Rules – More Rules in the Pipeline

On June 20, 2012, the SEC adopted final rules requiring companies to disclose whether consultants to its compensation committee have any existing conflicts of interest with the company.  Factors that might constitute a conflict of interest include (i) the consultant providing services to the company other as an advisor to the compensation committee, (ii) . . . → Read More: Compensation Consultants for Public Companies Must Be “Independent” Per New SEC Rules – More Rules in the Pipeline

Community Banks De-Registering with SEC Pursuant to JOBS Act

Community banks continue to take advantage of new JOBS Act thresholds that now allow banks with less than 1,200 shareholders[1] to deregister with the SEC.  Prior to April 2012, the deregistration threshold was 300 shareholders.

According to the SEC, at least 35 banks or bank holding companies have deregistered with the SEC since the passage . . . → Read More: Community Banks De-Registering with SEC Pursuant to JOBS Act

Community/Regional Banks Continue to Outperform Big Banks in the Stock Market

Stock investors currently are valuing the community/ regional banking sector at a higher price-to-book value ratio than the largest U.S. banks, as recently highlighted in a WSJ article.  The valuation difference is particularly interesting in the context of several recent events:

the May 14, 2012 announcement by the Federal Reserve, FDIC and the OCC . . . → Read More: Community/Regional Banks Continue to Outperform Big Banks in the Stock Market

Public Companies - Clawback Policy for Accounting Restatements Expected in 2012

In the first half of 2012, the Securities and Exchange Commission is expected to issue new rules requiring public companies to implement a clawback policy mandating the recoupment of certain incentive-based compensation that was awarded to executive officers if there is an accounting restatement due to material noncompliance with financial reporting requirements under the . . . → Read More: Public Companies – Clawback Policy for Accounting Restatements Expected in 2012

Final Dodd-Frank Whistleblower Rules Adopted by SEC

On May 25, 2011, the SEC issued final rules governing the new whistleblower bounty program mandated by last year’s Dodd-Frank financial reform law.  Under the new rules, if a whistleblower provides information to the SEC regarding federal securities law violations that leads to a successful enforcement action against a company of $1 million or . . . → Read More: Final Dodd-Frank Whistleblower Rules Adopted by SEC

Public Companies - Get Rid of Those Paper Stock Certificates

Paper stock certificates, once a common symbol of ownership in a public company, have become increasingly rare, and for some companies, have recently been completely replaced with electronic book-entry shares.

Some public companies may choose to keep paper stock certificates as an option for their shareholders because some shareholders appreciate the nostalgia associated with . . . → Read More: Public Companies – Get Rid of Those Paper Stock Certificates