Comments on SEC Cyber Proposal

lawyers

We continue our focus on cybersecurity compliance today with a return to the SEC’s proposals for expanded disclosure of cybersecurity risk in corporate reports. The public comment period for those proposals closed last week, and compliance officers have a bundle of interesting points to ponder. The SEC received dozens of comments, and to no surprise…

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Proposed Greenhouse Gas Disclosures

GHG

Today let’s return to the SEC’s proposed requirement that companies disclose their climate risks, and specifically the greenhouse gas emissions that arise from a company’s operations and supply chain. Tracking and reporting such information could be quite difficult — so what’s the rationale here, and how might companies get started to fulfill such a  requirement?…

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SEC’s Push for Better Cyber Governance

board

Today I want to revisit the SEC’s proposed new rules requiring public companies to disclose more about their cybersecurity risks. Those plans would obligate companies to discuss how the board and senior management address cybersecurity risk at a strategic, enterprise level. What’s that all about?  In a previous post about the SEC proposals, I considered…

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SEC Proposes Climate Risk Disclosure Rule

GHG

The Securities and Exchange Commission today unveiled its long-awaited proposal for disclosure of risks related to climate change, including disclosure of greenhouse gas emissions stemming from a company’s supply chain as well as audit and attestation requirements for larger companies’ disclosures.  The SEC adopted the proposed rule on a 3-1 vote, with lone Republican commissioner…

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An SEC Statement on Restatements

restatements

The top accountant at the Securities and Exchange Commission wants corporate executives and audit committees to do better at evaluating when financial restatements are necessary, saying that too many tilt their analysis toward the conclusion that, nope, that error we had last quarter doesn’t need to be restated after all.  Paul Munter, the SEC’s acting…

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SEC Proposes Cyber Disclosure Rules

disclosure

The Securities and Exchange Commission has proposed new rules that would require all public companies to disclose much more about how they manage cybersecurity risks and to disclose “material cybersecurity incidents” to investors promptly. The commission voted to propose the new rules on Wednesday morning — and to be clear, these are proposed new rules,…

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Holding Lawyers More Accountable

lawyers

Corporate compliance and governance professionals often like to talk about the important role “gatekeepers” play in keeping an organization on the ethical path. Now an SEC commissioner is calling for new standards and accountability for some of the most important gatekeepers of all: corporate lawyers.  Commissioner Allison Herren Lee gave the speech on Friday, and…

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SEC Comment Letters on Climate

GHG

At long last, the Securities and Exchange Commission is starting to provide a glimpse of the questions that SEC staffers are asking companies about the risks of climate change — and so far, the companies receiving such questions are doing their best to give the usual imprecise answers.  That glimpse came in the form of…

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Gensler Gives SPACs the Side Eye

SPACs

SEC chairman Gary Gensler took special purpose acquisition companies to task again this week, devoting an entire speech to the governance and disclosure risks that SPACs pose to investors and arguing that SPACs must be beholden to the same investor protection rules that govern traditional IPOs. Gensler spoke Thursday morning at the 2021 conference of…

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SEC Springs Warning on Option Grants

stock option

The Securities and Exchange Commission is warning companies to do better at estimating and reporting the value of “spring-loaded” stock option grants they give to executives, possibly as a prelude to future enforcement actions against companies that continue to ignore the tricky accounting challenges involved here.  Spring-loaded stock option grants are equity awards that companies…

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