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shareholders will have the opportunity to communicate directly with directors To encourage attendance, the SEC requires that companies disclose director attendance policies
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Securities Trading Disclosures The importance of monitoring management and director trading was mentioned earlier Well, there are also important disclosures that have to be made regarding securities trading In fact, there were pre-existing disclosure requirements, but Congress determined this information was not timely Previously, activity had to be reported 10 days after the close of each calendar month in which the transaction occurred This could be weeks after the transaction was executed Changes in director, officer, and principal stockholder holdings now have to be reported within two days on SEC Form 4 with exceptions for certain transactions where the reporting person does not select the date of execution As required by the Sarbanes-Oxley Act Section 403, these communications will be posted on the SEC s website, and if the issuer maintains a website, it must be posted there, as well, no later than the business day following the filing
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Fair Disclosure Even though Regulation FD (fair disclosure) was implemented well before the passage of the Sarbanes-Oxley Act, its importance to directors is still substantial and relevant FD requires that companies cannot be selective about with whom they share material information If a company decides to have a conference call for banking analysts, they must allow access to others who wish to participate or otherwise simultaneously disseminate the information The reason this is particularly important to directors is that they are privy to material information that is not widely distributed Even the inadvertent disclosure of this information, say, over lunch with an investor, could expose the company to a SEC enforcement action If a director does slip, it is imperative that he or she immediately notifies company counsel and
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that the company disseminate the information as quickly as possible The SEC has, to date, not used a heavy hand to enforce the rule, so quick mitigation can be effective Amazingly, Siebal Systems has been the subject of two FD enforcement actions After agreeing to a cease-and-desist order, the company privately shared material information with certain investors who bought stock on the information Among other defenses, Siebal claims that it should not be penalized even if it did share material information and the Chamber of Commerce of the United States agrees with them The Chamber, in a friend of the court brief, defends Siebal s position because it believes it is a threat to a free, robust, orderly, and democratic society It goes on to say that required disclosures either chills protected expression or mandates unwanted speech 9 Putting the law aside, these arguments are simply unethical and morally wrong It harkens back to the days when favored insiders and their friends were allowed to profitably trade ahead of market moving news to the detriment of other shareholders One suspects that everyone reading this book believes in the capitalist system and in its wealth creating capability However, for the system to survive, it must be viewed as fair The US Chamber of Commerce has soiled its name and the integrity of US business by adopting this position The reporting requirements of public companies are substantial and increasing Not all reporting requirements have been addressed here; on the contrary, only those recent changes that are relevant to the board of directors (rather than solely the company or its management) have been included In total, these new and revised disclosure requirements are significant and provide greater transparency of governance operations Directors need to be aware of them and ensure that appropriate steps are taken to address events or triggers that create or change a reporting requirement Directors also need independent, periodic review of shareholder communications that were triaged out of the board s queue This procedure provides some assurance that management is not inadvertently or purposely blocking relevant information The issues discussed above will help a director prepare for this challenge
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