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Article
Publication date: 27 June 2019

Laura D. Richman, David S. Bakst, Robert F. Gray, Michael L. Hermsen, Anna T. Pinedo and David A. Schuette

To describe the modernization and simplification amendments of certain disclosure requirements of Regulation S-K and related rules and forms recently adopted by the US…

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Abstract

Purpose

To describe the modernization and simplification amendments of certain disclosure requirements of Regulation S-K and related rules and forms recently adopted by the US Securities and Exchange Commission (SEC).

Design/methodology/approach

This article provides an overview of the amendments, their effective dates and related practical considerations for companies.

Findings

The amendments cover many provisions within Regulation S-K and affect various forms that rely on the integrated disclosure requirements of Regulation S-K. The amendments are designed to enhance the readability and navigability of SEC filings, to discourage repetition and disclosure of immaterial information and to reduce the burdens on registrants, all while still providing material information to investors. The amendments contain several changes relating to confidential information contained in exhibits. For consistency, parallel amendments have been adopted to rules other than Regulation S-K, as well as to forms for registration statements and reports.

Practical implications

Most of the amendments are effective May 2, 2019. The amendments relating to the redaction of confidential information in certain exhibits became effective April 2, 2019. Given these dates, companies should review the rule changes implemented by the amendment now and consider how they will impact their disclosure in upcoming SEC filings.

Originality/value

Practical guidance from experienced lawyers in the Corporate & Securities practice.

Details

Journal of Investment Compliance, vol. 20 no. 2
Type: Research Article
ISSN: 1528-5812

Keywords

Article
Publication date: 23 September 2022

Tera L. Galloway and Douglas R. Miller

This paper aims to examine the impact of a firm’s governance characteristics on the signals released during the initial public offering (IPO) process. This paper focuses…

Abstract

Purpose

This paper aims to examine the impact of a firm’s governance characteristics on the signals released during the initial public offering (IPO) process. This paper focuses on the role of the firm’s founder and how different signals convey or diminish agency issues of adverse selection and moral hazard prior to IPO. This study also explores the performance impact (underpricing) of firm founder involvement on signal effectiveness.

Design/methodology/approach

This paper examines 122 firms during the IPO process to determine the influence that the founder’s presence, position and ownership has on signaling behaviors as well as on firm performance.

Findings

The authors find that founders influence how often the firm files amendments to the prospectus. Furthermore, the results suggest that agency-reducing signals are complicated and can interact to enhance either positive or negative signals that impact underpricing at IPO.

Research limitations/implications

The findings offer insights concerning how signalers can more effectively manage multiple signals that may interact negatively with firm characteristics. This study also provides contributions to both signaling and agency theories, discusses implications for practitioners and suggests opportunities for future research.

Practical implications

This has important implications for founders and managers of firms approaching IPO. The results suggest that founders are better off filing fewer addendums to their S-1 during the IPO process as this decreases underpricing. Underwriters and investors will be interested in these outcomes as identifying signals is an important factor when pricing firm valuation. Similarly, investors seek to identify firms that have a higher likelihood of underpricing because underpricing increases investor recognition and subsequent long-term impact on performance.

Originality/value

The findings offer insights concerning how signalers can more effectively manage multiple signals that may interact negatively with firm characteristics. The authors extend research in entrepreneurship and marketing by exploring indirect ways firms can communicate to investors using signaling, to increase value during the IPO process. This study provides contributions to both signaling and agency theories, discusses implications for practitioners and suggests opportunities for future research.

Details

Journal of Research in Marketing and Entrepreneurship, vol. ahead-of-print no. ahead-of-print
Type: Research Article
ISSN: 1471-5201

Keywords

Book part
Publication date: 6 May 2008

Thomas F. Burke

Fifty years ago the political scientist Robert Dahl concluded that courts are usually in sync with “the policy views dominant among the lawmaking majorities” and thus…

Abstract

Fifty years ago the political scientist Robert Dahl concluded that courts are usually in sync with “the policy views dominant among the lawmaking majorities” and thus offer little help to aggrieved minorities (Dahl, 1957, p. 285). In recent years, Dahl's classic formulation has received renewed attention. This chapter uses the example of the Rehnquist Court's First Amendment decisions to analyze “regime politics” theory. On religion cases the Rehnquist Court was generally in sync with the socially conservative strain in the Republican Party, but in other First Amendment areas the pattern is far more complex, raising questions about the relationship between conservative judges and the political movements that brought them to office.

Details

Special Issue Constitutional Politics in a Conservative Era
Type: Book
ISBN: 978-0-7623-1486-7

Article
Publication date: 29 March 2021

Amarachukwu Nnadozie Nwadike and Suzanne Wilkinson

The process followed in amending building code creates problems for code users within the building industry. These problems include the need and frequency of changes made…

Abstract

Purpose

The process followed in amending building code creates problems for code users within the building industry. These problems include the need and frequency of changes made to building code, access to updated documents, method of communication, amendment interval and amendment pathway. This study aims to explore the viewpoints of building code users regarding building code amendments in New Zealand.

Design/methodology/approach

Using a closed-ended questionnaire survey, this paper examined the New Zealand building code amendments by evaluating the views of experienced and relevant stakeholders within the research area.

Findings

A high proportion (50.90%) of the survey participants agreed to a three-years building code amendment cycle, as against the current biannual Amendment practiced in New Zealand. Findings from the study affirmed the necessity for building code amendment and the support for free amended building code documents to the public and other building standards. The study concludes with strong support to the use of intensive research and learning gained from disasters in building code amendment in New Zealand. Implementing the code users opinions encourages disaster resilience through effective application of the building code requirements in design and construction.

Originality/value

The contribution from this study offered a unique insight into the perspectives of building code users on building code amendment in New Zealand and ways of incorporating the findings in the building code later updates to improve disaster resilience in the built environment.

Details

Built Environment Project and Asset Management, vol. 11 no. 4
Type: Research Article
ISSN: 2044-124X

Keywords

Article
Publication date: 1 March 2004

Theodore J. Stumm and Pamela Pearson Mann

Special assessments have become an ever more popular form of taxation in Florida’s counties since the passage of Florida’s Amendment 10, the “Save Our Homes” amendment

Abstract

Special assessments have become an ever more popular form of taxation in Florida’s counties since the passage of Florida’s Amendment 10, the “Save Our Homes” amendment. Concurrently, the state’s courts appear to have relaxed their interpretation of special assessment by counties. The focus of this research, is whether Florida’s local governments are using special assessments to substitute for lost revenues under Amendment 10. Special assessments are particularly suspect because they provide a great amount of revenue and require no referenda for approval. The research relies upon analysis of county and municipal level financial data since implementation of Amendment 10. The implications of this research have broad applicability in view of the myriad tax and expenditure limitations enacted in recent years.

Details

Journal of Public Budgeting, Accounting & Financial Management, vol. 16 no. 2
Type: Research Article
ISSN: 1096-3367

Article
Publication date: 1 January 2021

Amarachukwu Nnadozie Nwadike and Suzanne Wilkinson

The New Zealand building code has played a vital role in reducing the impact of disasters in the built environment. Following the nature of earthquake occurrences, the…

Abstract

Purpose

The New Zealand building code has played a vital role in reducing the impact of disasters in the built environment. Following the nature of earthquake occurrences, the associated impacts such as building collapse and the increase in technological innovation in the building sector, the New Zealand building code has been frequently amended. The building code amendment ensures that buildings and other related infrastructures can withstand the impact of ground shaking without substantial damages to buildings. The purpose of this paper is to identify and explore the benefits of building code amendments in New Zealand.

Design/methodology/approach

Document analysis and closed-ended questionnaire were adopted as data collection instruments for this study. The relevant stakeholders comprise structural engineer, geotechnical engineer, architect, building services consulting engineer, licensed building practitioner, project manager, building contractor, local authority, academic/researcher and quantity surveyor.

Findings

A significant proportion of the survey participants that agreed to the importance of building code amendments in New Zealand justify the benefits of the amendments. The study serves as a useful guide to policy regulators and researchers who are exploring other aspects of regular building code amendments in New Zealand. The findings from this study suggest that amending the New Zealand building code needs a proactive approach to promote local technology, enhance low-cost construction materials, training of code users and reducing bureaucracy in design approval and construction inspection. The study concludes that improving on the 28 factors identified in this study would contribute intensively to disaster risk reduction in the built environment and an increase in compliance level in New Zealand.

Originality/value

This paper originality comes from its practical approach towards identifying the benefits of building code amendments

Details

International Journal of Building Pathology and Adaptation, vol. 40 no. 1
Type: Research Article
ISSN: 2398-4708

Keywords

Article
Publication date: 1 May 1995

M. Andrew Fields and Janet M. Todd

This study investigates the impact of state antitakeover legislation on the market value of affected firms and considers the role that both acquisition attractiveness, as…

Abstract

This study investigates the impact of state antitakeover legislation on the market value of affected firms and considers the role that both acquisition attractiveness, as measured by firm size, and antitakeover amendments play in the market reaction. When separating the sample by size and by the presence of amendments, small firms display a negative reaction to the legislation, large firms show no reaction, firms without amendments react negatively, and there is a positive reaction for firms with amendments. When separating the sample on the basis of both dimensions, small firms without amendments, the most attractive acquisition targets, experience a significant, negative market response. Large firms with amendments, the least attractive group, are positively affected. The two intermediate groups are not significantly affected.

Details

Managerial Finance, vol. 21 no. 5
Type: Research Article
ISSN: 0307-4358

Article
Publication date: 1 January 1978

The Equal Pay Act 1970 (which came into operation on 29 December 1975) provides for an “equality clause” to be written into all contracts of employment. S.1(2) (a) of the…

1090

Abstract

The Equal Pay Act 1970 (which came into operation on 29 December 1975) provides for an “equality clause” to be written into all contracts of employment. S.1(2) (a) of the 1970 Act (which has been amended by the Sex Discrimination Act 1975) provides:

Details

Managerial Law, vol. 21 no. 1
Type: Research Article
ISSN: 0309-0558

Article
Publication date: 5 May 2015

Jack Murphy, Stephen Cohen, Brenden Carroll, Aline A. Smith, Matthew Virag and Justin Goldberg

To explain the background and details and to discuss the implications of the USA Securities and Exchange Commission’s (SEC’s) July 23, 2014 amendments to Rule 2a-7 and…

Abstract

Purpose

To explain the background and details and to discuss the implications of the USA Securities and Exchange Commission’s (SEC’s) July 23, 2014 amendments to Rule 2a-7 and other rules that govern money market funds under the Investment Company Act of 1940.

Design/methodology/approach

Explains the background, including problems during the financial crisis, the USA Treasury’s temporary guarantee program in 2008, earlier SEC proposals, and the USA Financial Stability Oversight Council’s recommendations. Details the amendments to Rule 2a-7, including the authorization to impose liquidity fees and redemption gates, the floating net asset value (NAV) requirement, the impact of the amendments on unregistered money funds operating under Rule 12d1-1, guidance on fund valuation methods, disclosure requirements, requirements for money fund portfolios to be diversified as to issuers of securities and guarantors, stress testing requirements, and compliance dates.

Findings

The Amendments set forth sweeping changes to money fund regulation and will have a profound effect on the money fund industry. Although the most significant provisions of the Amendments – the floating NAV requirement and the imposition of liquidity fees and redemption gates – will not go into effect for two years, the changes to the industry will be apparent almost immediately.

Practical implications

Money fund managers and boards of directors should begin assessing the potential impact of the Amendments and develop a schedule to come into compliance.

Originality/value

Practical guidance from experienced financial services lawyers.

Details

Journal of Investment Compliance, vol. 16 no. 1
Type: Research Article
ISSN: 1528-5812

Keywords

Article
Publication date: 28 September 2012

Michael C. Brand and Philip Davenport

The purpose of this paper is threefold; first, to give a background to the security of payment problem in the New South Wales construction industry and the problem giving…

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Abstract

Purpose

The purpose of this paper is threefold; first, to give a background to the security of payment problem in the New South Wales construction industry and the problem giving rise to the Building and Construction Industry Security of Payment Amendment Act 2010 (NSW) (“2010 Amendment Act”); second, to provide an analysis of the operation of the 2010 Amendment Act; and finally, to address the main implications of the amendments for the three parties involved, namely the claimant, the respondent and the “Principal contractor”.

Design/methodology/approach

A review of the relevant literature was undertaken on the security of payment problem in the NSW construction industry and the problem giving rise to the 2010 Amendment Act. A “black‐letter” approach is adopted to analyse and explain the provisions contained in the 2010 Amendment Act. At the time of writing, no case law relevant to the amendments had been published.

Findings

The amendments brought about by the 2010 Amendment Act add appreciably to the scope of the Building and Construction Industry Security of Payment Act 1999 (NSW). The effect of the procedure under the 2010 Amendment Act is similar to that under the Contractors Debts Act 1997 (NSW). The 2010 Amendment Act enables a claimant to “freeze” money in the hands of the Principal contractor pending an adjudication, thereby increasing the chance of recovery of the adjudicated amount by the claimant. If, under this new procedure, the Principal contractor fails to “freeze” the monies, the Principal contractor will be liable (along with the respondent) for the amount owed to the claimant. There is a potential for the amendments to be used unfairly by claimants to coerce settlement of unmeritorious payment claims.

Originality/value

The analysis of the 2010 Amendment Act presented in this paper may be of interest in international jurisdictions where statutory adjudication for the construction industry has been introduced or is being contemplated.

Details

International Journal of Law in the Built Environment, vol. 4 no. 3
Type: Research Article
ISSN: 1756-1450

Keywords

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