A few weeks ago, the SEC published this notice for public comment over this NYSE proposal extending the transition period for newly listed companies to establish an internal audit department from one year to five years. Five years would give newly public companies more time to develop a meaningful program at a time when they are upgrading accounting systems and internal controls, adding personnel, and …
Section 16 Insiders Owe an “Annual EDGAR Confirmation”? You Might Not Know That…
Did you know that each of your Section 16 insiders – as well as companies themselves – are required to file annual EDGAR confirmations? This requirement kicked in when EDGAR Next officially launched last year. Here are six FAQs that I drummed up pulling information from this SEC EDGAR web page:
10 AI-Friendly Drafting Pointers for Earnings Release Drafters
A while back, I blogged about how analysts and investors are increasingly using AI tools to read and analyze earnings reports (10-Ks, 10-Qs, earnings releases and transcripts) to gain faster insights and identify investment opportunities. Here are 10 tips to consider when drafting an earnings release with the AI reader in mind: 1. Use clear and consistent terminology: Avoid jargon and ambiguous phrases, and use …
How Institutional Investors Are Using AI for Investment Decisions
Check out this survey – from “The Center for Audit Quality” and KRC Research – about how institutional investors are using AI to conduct research for investment decisions. Note that the survey focused just on investment decisions; not on voting decisions. Here are 10 things we learned from the survey: 1. AI Is Now Mainstream in Investment Research – 68% of institutional investors report extensive …
24-Hour Trading: Nasdaq’s FAQs and SEC’s Roundtable
Given the number of questions we’re fielding from clients about “24-hour” trading – which really is 23 hours long – it makes sense that the Nasdaq has populated its “Global Trading Hours” Hub with 18 FAQs on global trading hours and 13 FAQs on corporate actions. In addition, the SEC just announced it will host a roundtable about preparing for 24-hour trading on September 17th …
Auditor Changes and Disagreements Disclosure: 15 Things to Know
Under Item 304 of Regulation S-K and Item 4.01 of Form 8-K, companies must provide required disclosure when there is a change to their principal auditor. Here are 15 items to consider: 1. File the 8-K within four business days Disclose any auditor change (resignation, dismissal or refusal to stand for reelection) on Form 8-K under Item 4.01 within four business days – no exceptions, …
The SEC Proposes Switching the E-Delivery Default
Talk about a topic near and dear to my heart. My first site – RealCorporateLawyer.com – was launched twenty-five years ago based on the expertise I gained when I was in Corp Fin in the mid-‘90s providing guidance on how the advent of the Internet impacted the federal securities laws. Providing guidance on e-delivery was a big part of that site. The SEC issued interpretative …
The Spring Reg Flex Agenda: A Record-Breaking Number of Rulemakings!
Recently, the SEC released its Spring 2026 Regulatory Flexibility Agenda and it contains a record number of rulemakings, many of them deregulatory in nature. There are 36 rulemakings listed in the “Proposed Rule Stage” (and two of them in the “Prerule Stage”). 36! A majority of these proposed rulemakings did not make the list in the Fall 2025 Reg Flex Agenda, with the SEC announcing …
First Companies Indicate They Would Go “Semi-Annual”
With comment letters pouring into the SEC in response to the SEC’s proposal to allow companies to voluntary move to semi-annual reporting from quarterly, we have the first company that has specifically indicated it would move to semi-annual reporting if the SEC adopts rules permitting so – although the company would continue its practice of issuing quarterly earnings releases including continuing its accounting close processes …
Supreme Court Expands Presidential Authority Over Independent Federal Agencies
Last week, the Supreme Court overturned its 91-year-old precedent – in Trump v. Slaughter – holding by a 6-3 vote that Congress can’t restrict the President’s ability to remove members of independent agencies like the FTC. Here are four things to know: 1. Presidential Removal Power Expanded: The decision embraces the ‘unitary executive theory,’ giving the President broader authority to remove executive branch officials without …