The Sarbanes-Oxley Manual is a comprehensive new desk reference explaining the Sarbanes-Oxley Act and all related SEC rulemaking to date. Building on the hugely successful title, Sarbanes-Oxley Act of 2002: Law and Explanation, this work delves further by discussing the multitude of ensuing rules, studies, and listing standards, and putting them all into perspective. The manual examines, among many other topics, the statutory and rule provisions governing: audit committees, auditor independence, certification of corporate reports, Section 16 insider reporting, Public Company Accounting Oversight Board composition and rules, attorney professional responsibility, analyst conflicts of interest, and management's assessment of internal controls. It also reproduces the full text of the Act.
Informal Corporate Disclosure Under Federal Securities Law, 2009 Editionexamines the regulation of informal disclosure -- e.g., press releases,speeches, analyst conference calls, webcasts, and investor roadshows -- asdistinguished from formal, highly structured disclosure in SEC filings. Thecoverage includes discussion of federal securities law, rules and courtdecisions; self-regulatory organization rules for listed companies, andstandards of practice prescribed by the National Investor RelationsInstitute (NIRI).This updated 2009 Edition includes:discussion of the SEC's recent guidance on the use of company web sites,including advice on the sufficiency of web site disclosure as a means ofdissemination under Regulation FD (see ¶1002)liability for hyperlinks to third-party information (see ¶1003)issues presented by the use of summaries and overviews (see ¶1004)concerns related to blogs and online discussion forums (see ¶1009)The new 2009 Edition also examines materiality principlesgoverning quantitative financial disclosures, specifically the recommendationsof the SEC Advisory Committee on Improvements to Financial Reporting,or CIFiR (see ¶¶403 and 1102). In addition, the work covers recentSEC Compliance and Disclosure Interpretations on the Form 8-K reportingobligation triggered by disclosure of certain financial information (see¶1105). Finally, the 2009 Edition includes discussion ofnew NIRI standards for quarterly earnings releases (see ¶1103), thetext of selected portions of those standards (see Appendix), and a timelinefor preparing an earnings release (see Appendix).
Guide to Regulation FD and Insider Trading Reforms offers detailed discussion of the regulatory provisions, drawing from the adopting release, SEC staff interpretations, and public remarks by SEC Commissioners and other key officials. The Guide also examines best practices for Regulation FD compliance adopted by companies and their counsel. Also discusses the NIRI Standards of Practice for Investor Relations, which address the new demands of Regulation FD on companies and their investor relations officers. Includes full text of the rules, the SEC's adopting release, and recently-issued staff guidance from the Division of Corporation Finance Manual of Publicly Available Telephone Interpretations.
Responsibilities of Corporate Officers and Directors under Federal Securities Law alerts board members and management to their personal duties and liabilities under the federal securities laws. From the vast body of federal laws, rules, administrative interpretations, and court decisions dealing with securities offerings and transactions, those of particular interest to corporate officers and directors as individuals are discussed here. The materials focus on the Securities Act of 1933 and the Securities Exchange Act of 1934, as well as pertinent provisions of the Investment Company Act of 1940. The 2010 -2011 Edition includes new discussion of the following: Dodd-Frank Wall Street Reform and Consumer Protection Act Shareholder access to proxies SEC enforcement Recent case law on fraud liability Proxy disclosure concerning Chairman-CEO role, hedging arrangements, compensation consultants
This edition of the Commodity Exchange Act, Regulations and Forms as of May 2008 contains the full text of the Commodity Exchange Act, including amendments by the CFTC Reauthorization Act of 2008 (Title XIII, Food, Conservation and Energy Act of 2008), as well as all related laws. This book also includes the rules, regulations and forms of the Commodity Futures Trading Commission and revisions thereto. the title is compiled from the CCH Commodity Futures Law Reporter.
SEC Corporate Disclosure Reforms: Compendium is a comprehensive reference covering the SEC's post-Enron reform adoptions that involve enhanced and more timely disclosure of information important to investors. In a single, convenient resource, the Compendium compiles the two individual SEC Corporate Disclosure Reforms titles -- Accelerated Deadlines for Periodic Reports and CEO/CFO Certification -- with coverage of the recent, and dramatic, Form 8-K amendments. This comprehensive guide is what you need to stay abreast of all SEC corporate disclosure reforms. The Compendium includes full-text of SEC adopting releases and final rules, as well as invaluable CCH explanations.
The U.S. Master Federal Securities Law Guide is an essential roadmap to the vast body of federal securities laws, regulations and forms. The guide offers comprehensive, yet concise, explanations and analysis that help put the material in perspective. It covers the most significant provisions and SEC rules under the Securities Act of 1933, the Securities Exchange Act of 1934, the Investment Company Act of 1940, the Investment Advisers Act of 1940, and the Sarbanes-Oxley Act of 2002. the discussion is arranged by topic, including the following major areas: securities registration, prospectuses, issuer reporting, proxies, tender offers, insider transactions, fraud liability, market regulation, broker-dealers, investment companies, investment advisers, accounting and auditing, attorney reporting, and privacy. The 2007 Edition includes revised discussion of internal control over financial reporting, explaining recently-issued Auditing Standard No. 5 and SEC management guidance. It also examines executive compensation disclosure reforms and the new e-proxy rule. In addition, the work features analysis of other timely topics such as FIN 48, securities fraud litigation development, hedge fund advisers, elimination of the "tick test" under Rule 10a-1, adjusted filing fees, shareholder access to nominate directors, and deregistration by foreign private issuers.
Responsibilities of Corporate Officers and Directors Under Federal Securities Law alerts board members and management to their personal duties and liabilities under the federal securities laws. From the vast body of federal laws, rules, administrative interpretations, and court decisions dealing with securities offerings and transactions, those of particular interest to corporate officers and directors as individuals are discussed here. The materials focus on the Securities Act of 1933 And The Securities Exchange Act of 1934, As well as pertinent provisions of the Investment Company Act of 1940. The 2008 -2009 Edition includes a new chapter on executive compensation, including discussion of the compensation disclosure tables, CD&A narrative disclosure, stock options, tax considerations under Section 162(m) and 409A, and perks. Also new is discussion of the Supreme Court's rejection of "scheme liability" in its Stoneridge decision; the SEC's e-proxy rule; shareholder access; and indemnification of directors serving on the board of one corporation at another's request.
The Sarbanes-Oxley Manual is a comprehensive new desk reference explaining the Sarbanes-Oxley Act and all related SEC rulemaking to date. Building on the hugely successful title, Sarbanes-Oxley Act of 2002: Law and Explanation, this work delves further by discussing the multitude of ensuing rules, studies, and listing standards, and putting them all into perspective. The manual examines, among many other topics, the statutory and rule provisions governing: audit committees, auditor independence, certification of corporate reports, Section 16 insider reporting, Public Company Accounting Oversight Board composition and rules, attorney professional responsibility, analyst conflicts of interest, and management's assessment of internal controls. It also reproduces the full text of the Act.
This humorous book will entertain you for hours. Based on a small mill village in SC and surrounding areas it will make you laugh out loud. The characters will most likely remind you of someone you know. Do not loan this book to your friends. It is funny and entertaining. THEY WILL NOT BRING IT BACK!
Informal Corporate Disclosure Under Federal Securities Law, 2009 Editionexamines the regulation of informal disclosure -- e.g., press releases,speeches, analyst conference calls, webcasts, and investor roadshows -- asdistinguished from formal, highly structured disclosure in SEC filings. Thecoverage includes discussion of federal securities law, rules and courtdecisions; self-regulatory organization rules for listed companies, andstandards of practice prescribed by the National Investor RelationsInstitute (NIRI).This updated 2009 Edition includes:discussion of the SEC's recent guidance on the use of company web sites,including advice on the sufficiency of web site disclosure as a means ofdissemination under Regulation FD (see ¶1002)liability for hyperlinks to third-party information (see ¶1003)issues presented by the use of summaries and overviews (see ¶1004)concerns related to blogs and online discussion forums (see ¶1009)The new 2009 Edition also examines materiality principlesgoverning quantitative financial disclosures, specifically the recommendationsof the SEC Advisory Committee on Improvements to Financial Reporting,or CIFiR (see ¶¶403 and 1102). In addition, the work covers recentSEC Compliance and Disclosure Interpretations on the Form 8-K reportingobligation triggered by disclosure of certain financial information (see¶1105). Finally, the 2009 Edition includes discussion ofnew NIRI standards for quarterly earnings releases (see ¶1103), thetext of selected portions of those standards (see Appendix), and a timelinefor preparing an earnings release (see Appendix).
Over the past several decades, a This book deals with the characterisation of the structure, the structure determination and the study of the physical properties, especially dynamical and electronic properties of aperiodic crystals. The treatment is based on a description in a space with more dimensions than three, the so-called superspace. This allows us to generalise the standard crystallography and to look differently at the dynamics. The three main classes of aperiodic crystals, modulated phases, incommensurate composites and quasicrystals are treated from a unified point of view, which stresses similarities of the various systems. The book assumes as a prerequisite a knowledge of the fundamental techniques of crystallography and the theory of condensed matter, and covers the literature at the forefront of the field. Since the first edition of this book in 2007, the field of aperiodic crystals has developed considerably, with the discovery of new materials and new structures. Progress has been made in structure determination, in the interpretation and understanding of the structural characteristics and in the calculation of electrons and phonons. This new edition reflects these new developments, and it includes discussions of natural quasicrystals, incommensurate magnetic and multiferroic structures, photonic and mesoscopic quasicrystals. The second edition also includes a number of new exercises that give the reader an opportunityt to check their understanding of the material.
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