The Securities and Exchange Commission recently issued Regulation A+ that amends the existing exemption from registration requirements for smaller issues of securities. This ruling creates a two-tiered offering structure that will solve many of the limitations of Regulation A. Madeline L. Harrigan, a financial analyst with Mercer Capital, says the updated Regulation A+ provides a greater annual dollar limit ...

Distinct Qualities and Considerations (Part 2 of 2) In the first part of this series, the author looked at some of the methodologies for considering closely held or private companies. In this second part, the last of the two-part series, the author reviews some of the IRS, judicial, investment banking practices. and other considerations in the valuation process. ...

Insights from the Analysis of Mega Transactions By scrutinizing data from large transactions, valuation experts can glean important information and insights into current healthcare valuations. In this article, Collin McDermott and Bridget Triepke summarize SEC filings, review the implied valuation of large healthcare mergers—based on the purchase price—and provide a detailed review of the fairness opinions ...

A Principle-Based Model Revenue Recognition Wiley author Joanne Flood looks at how the converged revenue standard affects companies reporting under U.S. GAAP. ...

  As if the general public hadn’t lost enough faith in the stock market with recent revelations of rigged deal-making that benefits only a few, a new study shows that 25 percent of all M&A deals between public companies involve some kind of insider trading. The study, conducted by McGill University and New York University, looked at informed trading activity in equity options prior to the announcem ...

Proposed rule amendments for small businesses and additional exemptions under Section 3(b) of the Securities Act On December 18, 2013, the Securities and Exchange Commission released their long-awaited proposed rules on Regulation A+. The amendments to Regulation A were proposed pursuant to Title IV of the Jumpstart Our Business Startups Act of 2012. The proposed rules are intended to increase access to the ...

New changes to the law could mean new client service opportunities The Securities and Exchange Commission (SEC) has issued a No Action Letter that allows unlicensed professionals to receive commissions for the sale of privately held securities in a sales transaction. ...

Has the Securities and Exchange Commission given M&A business brokers the “green light” to engage in securities transactions? The Securities and Exchange Commission (SEC) issued a January 31, 2014, No-Action Letter indicating it would not take enforcement action against an M&A broker contemplating a securities transaction. ...

The Frontline of Fraud Risk Management Internal fraud occurs as the result of a series of weaknesses within internal control systems, which are at the top of the fraud risk management pyramid. This article defines the three essential types of internal controls, their five interrelated components, and how they can be instituted for maximum protection. ...

Equity funds now able to engage in mass advertising In just a few days, the ban that prevents private equity funds from marketing directly to the public will be lifted. A recent review by Michelle Park of Crain’s Cleveland Business examines what this might mean for various private equity and venture capital funds and their future customers. ...

Giving holders of concentrated risk in public company stock a tax break This article establishes there is recognition by the IRS and the courts that a well-supported proof of impairment based on the sale of a large number of shares necessitates an investor concession. It provides the rationale and methodology to capture the existence and the level of impairment. ...

US Securities and Exchange Commission (SEC) is Aggressively Policing Fund Valuation Practices in the Hedge Fund Industry     Kris Devasabai at Risk.net reports that hedge funds, under pressure from regulators and investors, are establishing robust pricing policies for hard-to-value assets.  They are also hiring independent experts to price complex and illiquid assets as investors and regulators intensify th ...

Exchange Would Make it Easier for Companies to Go Public in the U.S. But Would be Limited to Experienced Investors Dave Michaels at Bloomberg reports that a Securities and Exchange Commission panel suggested that an exchange limited to small businesses should be created. The exchange would make it easier for companies to go public in the U.S. but would be limited to experienced investors better able to asse ...

Stakeholders Discuss Greater Institutional Investor Makeup, Governance Structures, Greater Regulatory Scrutiny Deloitte Insights contributes a piece to the CFO Journal on the Wall Street Journal site, part of a series designed to provide financial executives a customized resource to help them address the strategic, operational and regulatory issues they face in managing their finance organizations and caree ...

For Nearly Five Decades, Securities Law Allowed Banks with Fewer than 300 Shareholders to "Deregister," Now, Banks With Under 1200 Shareholders Can Do the Same Under Provisions of the JOBS Act    Dina ElBoghdady reports some interesting news this week in the Washington Post:  about 100 small banks have stopped reporting financial details about their operations to the SEC since the JOBS Act was enacted in Ap ...

With Limited Resources, the SEC is Using a "Risk Analytics" Strategy to Target Areas of Concern, Explains Exec at Conference Recent examinations of newly SEC-registered private equity firms is helping regulators understand the complex world of private equity, according to delegates and speakers at PEI’s CFOs and COOs Forum 2013 in New York, writes Nicholas Donato at Private Equity Manager.  More: ...

The accounting rulemakers said they are seeking more feedback about whether groups of companies could phase in IFRS and how investors are dealing with the two sets of accounting rules currently existing in the United States. Emily Chasen at WSJ CFO Report writes [trial subscription required] that accounting rulemakers in the U.S. and abroad are calling for collaboration even as U.S. regulators have so far r ...

Federal Agency Identifies Valuation Risk Factors and Best Practices Could the Securities Exchange Commission’s informal inquiry regarding valuation be an opening salvo to allow more formal investigation, or even regulatory action? The McLean Group shares an in-depth analysis of the SEC’s findings. ...

Top Vote-Getters Include Fed Honchos, Private Sector Leaders, and Association Chief  Who’s the most important person in Accounting?  Is it Leslie Seidman (Chairman of the FASB), Hans Hoogervorst (Chairman of the IASB), or Douglas Shulman (Commissioner, IRS)?   Or instead, might it be James Doty (PCAOB Chair), Mary Shapiro (SEC), or even an as-yet-unnamed person—our next president?  Or someone else entirely? ...

10 Years After Implementation, NYT Cites Lawyer, Former SEC Official, PCAOB Oversight Member, and Editor Who See SOX as a Positive Development.  WSJ Sources Not So Sure.  IBD Claims SOX Has "Devastated" IPO Market.  The Times’ “Room for Debate” roundtable noted that last Sunday, July 24th, marked 10 years since the Sarbanes-Oxley accounting law was enacted, after the scandals at Enron, WorldCom and elsewher ...