CPAs and Advisors with Your Growth in Mind

JOBS Act Exemptions to Expire Soon for Emerging Growth Companies

Businesses that went public under the designation of emerging growth companies shortly after the JOBS Act of 2012 was enacted could soon lose their exemptions from the law. The five-year exemptions included in the JOBS Act, which curtails regulations for young companies that raise investor funds and encourages initial public offerings, are set to expire soon. Once the exemptions expire, hundreds of young companies will be subject to various accounting, disclosure and corporate governance requirements foreign to them. One exemption set to go away relates to Section 404(b) of the Sarbanes-Oxley Act. Section 404(b) requires an external auditor to review. Read More.

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Supreme Court Tightens Dodd-Frank Whistleblower Protections

In a unanimous ruling, the Supreme Court narrowed the definition of a whistleblower under the Dodd-Frank Act. The U.S. Court of Appeals for the Second, Fifth and Ninth Circuits had different rulings over the interpretation of the whistleblower protections, but the Supreme Court ultimately decided on a narrow definition. The decision stems from the case of Digital Realty Trust v. Somers, which involved the termination of former Digital Realty Trust vice president Paul Somers after he reported possible violations to management. Somers claimed that the Dodd-Frank whistleblower protections, which bar companies from retaliating against employees who report misconduct under certain. Read More.

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SEC to Offer Interpretive Guidance on Pay Ratio Disclosures

To prepare companies for complying with the pay ratio disclosure requirements early next year, the Securities and Exchange Commission (“SEC”) recently approved new interpretive guidance. The interpretive guidance outlines the market regulator’s views regarding the use of reasonable estimates, assumptions and methodologies, and statistical sampling as allowed by the pay ratio rule. In addition, the guidance clarifies that companies can use applicable existing internal records (e.g., tax or payroll records) when determining whether to include non-U.S. employees and identifying the median employee. It also offers guidance concerning when a company can use widely recognized tests in determining whether its workers. Read More.

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Dodd-Frank Whistleblower Protections Headed to Supreme Court

This October, the U.S. Supreme Court plans to review whistleblower protections under the Dodd-Frank Act. Announced on June 26, the decision to hear the case of Somers v. Digital Realty Trust will resolve who is protected from possible retaliation under the reform law. The case revolves around former Vice President Paul Somers of Digital Realty Trust Inc., who was fired after reporting to management potential securities law violations. Somers sued Digital Realty Trust Inc. for allegedly violating Dodd-Frank’s whistleblower rules, but the dispute centers on where he initially reported the transgression. Digital Realty’s lawyers contended that since Somers’ concerns were. Read More.

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New Law Reverses SEC Payment Disclosure Rule

On February 14, President Trump signed into legislation a bill that nullifies Release No. 34-78167, Disclosure of Payments by Resource Extraction Issuers. Issued by the Securities and Exchange Commission (“SEC”) last June, the provision was part of the Dodd-Frank Act and called for public oil, gas and mining companies to report payments distributed to domestic and foreign governments as part of their business actions. The rule was meant to provide investors transparency about payments publicly listed companies make to governments concerning mining and oil and gas production, but companies complained that the regulation was burdensome. The White House said the. Read More.

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