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Recent
SEC Alerts
SEC Kills’ 08 Proxy Access Reform
November 30, 2007
As expected, the SEC formally voted today to affirm its
long-standing policy that companies
can exclude shareholder
proposals related to director
elections from the proxy statement.
Chairman Christopher Cox called it a
stop-gap measure to remove
uncertainty about proxy access
proposals before they start cropping
up in the 2008 proxy season. He did
promise to revisit the issue,
saying, “We can act on a new rule
proposal next year that does more
than perpetuate the status quo”;
however, shareholder activists are
sure to be irate over today’s
policy.
December 17,
2007
The
Securities and
Exchange
Commission
Published in the
Federal Register
revisions to
Rules 144 and
145, which has
an Effective
Date of February
15, 2007. The
revised holding
periods and
other amendments
that the SEC
adopted are
applicable to
securities
acquired before
or after
February 15,
2008.
Rule 144 under
the Securities
Act of 1933
creates a safe
harbor for the
sale of
securities under
the exemption
set forth in
Section 4(1) of
the Securities
Act. The SEC
shortened the
holding period
requirement
under Rule 144
for “restricted
securities” of
issuers that are
subject to the
reporting
requirements of
the Securities
Exchange Act of
1934 to six
months.
Restricted
Securities of
issuers that are
not subject to
the Exchange Act
reporting
requirements
will continue to
be subject to a
one-year holding
period prior to
any public
resale. The
amendments also
substantially
reduce the
restriction
applicable to
the resale of
securities by
non-affiliates.
As part of the
revisions, the
SEC adopted an
amendment to
prohibit
reliance on Rule
144 for the
resale of
securities of a
company that is
a reporting or a
non-reporting
shell company
until such time
as the former
shell company
has ceased being
a shell company
for at least 90
days, and is
subject to
Exchange Act
reporting
obligations and
has filed all
required
Exchange Act
reports during
the preceding
twelve months.
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Current
Publications
OTCBB
Issuers
that repeatedly file untimely
financial reports may face
ineligibility for one year.
September 2004-Additional
Form 8-K Disclosure Requirements and
Acceleration of Filing Date.
June
3, 2004-Stoecklein Law Group
Comments to the "Use of Form S-8
and Form 8-K by Shell Companies.
May
14, 2004-SEC Commission
approves Public Accounting Oversight
Board Auditing Standard No. 1.
March
16, 2004-Stoecklein
Law Group Comments to the
"Amendments to the Penny Stock
Rules"
February
25, 2004-SEC
Announces Extension of Compliance
Dates Regarding Internal Control Over
Financial Reporting Requirements.
To
view previous publications and SLI
Alerts please click
here.
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Last updated:
12/21/2007
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