Header graphic for print
The Securities Edge Securities Blog for Middle-Market Companies

Monthly Archives: July 2012

Where to list: NYSE or Nasdaq?

Posted in IPOs

Coke vs. Pepsi.  Apple vs. Microsoft.  Energizer vs. Duracell.  All are great brand rivalries.  Today we look at one of the biggest rivalries in the capital markets space: NYSE vs. Nasdaq.  And ever since the Nasdaq debacle with the Facebook IPO, the rivalry has only intensified.  Companies going public face lots of decisions including where… Continue Reading

Margin calls: The insider trading trap

Posted in Corporate Governance

Imagine the following scenario. Your company is publicly traded. As such, senior management is keenly aware of the potential for executives and employees trading in the company’s securities on the basis of material nonpublic information in violation of Section 10(b) of the Exchange Act and the infamous Rule 10b-5 promulgated thereunder. To prevent improper trading,… Continue Reading

Get ready for increased cybersecurity disclosure requirements

Posted in Disclosure Guidance, Technology Company Issues

New mandated cybersecurity disclosure requirements appear to be imminent. Cybersecurity has become a critical issue for most companies, and almost all companies today face cybersecurity risks due to the substantial increases in the volume of data and information stored online, the rise of multiple platforms for accessing data and the sophistication of criminal hackers. Cyber… Continue Reading

Are your compensation committee members independent?

Posted in Compensation

Compensation committees remain on the hot seat.  Stemming from the Dodd-Frank Act, the SEC has adopted rules directing each national securities exchange to require companies with listed equity securities to comply with new compensation committee and compensation advisor requirements. Among other things, these new rules require national securities exchanges to implement listing standards that require… Continue Reading

SEC grants accelerated approval of new FINRA private placement rules

Posted in Capital Raising, Financial Institutions

Bowing to industry pressure, FINRA has adopted vastly scaled back private placement requirements under FINRA Rule 5123.  Originally proposed in October 2011, the proposed rule was highly controversial because it significantly infringed on the capital raising process.  In particular, the originally proposed rules would require each offering to have an offering document, which must include… Continue Reading