Sec Compliance And Disclosure Interpretations

Refers to Section 16 of the Securities Exchange Act of 1934.

Master the 8-K is a clear, concise, and comprehensive guide to filing the SEC's Current Report on Form 8-K that every securities lawyer or person who is responsible for a company's periodic SEC reports will want to have close at hand. Master the 8-K includes sample disclosure language, and detailed appendices containing the Form 8-K itself, key regulations, and SEC compliance and disclosure interpretations (C&DIs), making it a stand-alone resource for those who are attempting to master the Form 8-K. The Fourth Edition of Master the 8-K provides up-to-the-minute guidance primarily designed to address the latest developments, such as the new Form 8-K Item 1.05 for "Cybersecurity Incidents" and the related addition to Regulation S-K - Item 106.

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).

Your guide to preparing and filing the SEC's annual Form 10-K and quarterly Form 10-Q, as required by the Exchange Act of 1934.

The 2009 SEC Handbook: Rules and Forms for Financial Statements and Related Disclosures, Nineteenth Edition, reproduces the latest requirements, As of November 2008, For preparing financial statements and related disclosure documents filed with the Securities and Exchange Commission . it includes the full-text of: Regulations S-K, S-X, S-T: selected rules and forms under the 1933 and 1934 Acts; the Sarbanes-Oxley Act; Industry Guides; Staff Accounting Bulletins; And The Codification of Financial Reporting Policies. New rules featured in this edition include: Article 8 of Regulation S-X, concerning smaller reporting companies; Exchange Act Rule 10b-21, The antifraud rule for naked short selling; and Exchange Act Rule 14a-17, regarding electronic shareholder forums. The new 2009 Edition also reproduces Staff Accounting Bulletin No. 110 (valuation of share-based payments), which revised Topic 14.D of the codification. Also included are new Staff Legal Bulletins 3A (1933 Act exemptions) and 14D (shareholder proposals). In addition, a new section provides the SEC staff’s Compliance and Disclosure Interpretations for Form 8-K.

The Regulation of Securities: SEC Compliance and Practice, 2003 Edition is a comprehensive guide to understanding and complying with the day-to-day requirements of the federal securities laws. Using a question and answer format similar to that which the SEC has embraced, this guide provides public corporations, lawyers, and accountants, As well as company officers, directors, and large shareholders with straightforward answers To The most frequently asked questions on securities regulation, and convenient access To The relevant rules, procedures, caselaw, and forms. The 2003 Edition significantly expands and updates the previous Edition and includes chapters on: Introduction to securities regulation, including the modernized EDGAR system Periodic reporting under sections 13(a) and 15 (d) Reporting of beneficial ownership under sections 13(d) and 13(g) Insider reporting under section 16(a) Short-swing trading and exemptions under section 16(b) Tender offer disclosure requirements Proxy solicitations under section 14(a) Securities fraud under Rule 10b-5 Use of electronic media Selling restricted and control securities under Rule 144 Private resales to institutional investors under Rule 144A Going private transactions under Rule 13e-3 and a special supplement on Sarbanes-Oxley and related developments!