FEI Members and Prospective Members
Greetings from Morristown, NJ. Here are the latest points of
interest from around FEI. Remember, Election Day is just around the corner. Get
out and Vote!!!
Treasurers Conference and IPO
Conference: Member Input Needed
In February, FEI will be delivering
two back-to-back, one-day seminars on key corporate finance issues affecting
our members, both at the Fairmont Hotel in San Francisco. On February 26, 2001,
the "Financial Executive Symposium: Driving a Quality IPO" will deliver expert
insights, case studies, and management tools to enable financial executives to
lead successful public offerings. The following day, our renewed annual
"Treasurers Conference" will cover a host of current and emerging topics of
importance to corporate finance professionals. As we proceed with planning, we
encourage your input so that we can develop programs that deliver the insights
and information you need to address challenges in these areas. Please take just
a few moments to complete either (or both!) our
IPO Planning Survey or
Survey. As an extra incentive, for each program, we will conduct a random
drawing for free attendance from survey participants. Thanks for your time and
we're looking forward to a great couple of days in San Francisco!
Best Practices: Blackout
Periods on Company Buyback Programs
Following a request from one of
our members, we have been polling some of our leading members about their
company policies on stock buyback programs during earnings blackout periods. We
would like your responses to the survey too. You can
Below is a question and some representative answers.
Question: Does your company have a policy against stock-buybacks
during certain restriction periods?
Company #1 - We would not repurchase shares during restricted
periods governed by pooling of interests accounting requirements. Aside from
this, we do not suspend purchases before, during or after earnings releases;
the new rule 10b5-1 (relative to so-called "Chinese walls" separation of
day-to-day repurchase activity from other substantive management roles)
reinforces our view that suspension of repurchase activity is not necessary
during earnings release periods.
Company #2 - No repurchases during the month following a
quarter-end until 2 days after earnings are released, whenever material
non-disclosed information is known (acquisitions, dispositions, top management
Company #3 - We black out repurchases beginning the last two
weeks of the quarter and up until the first trading day that is more than 24
hours after release of earnings.
Company #4 - We cease buying shares 2 weeks before earnings are
released and 48 hours after, per our company policy. Also, if we plan on any
announcements, we impose the same restrictions.
Also the new SEC Regulation FD, Fair Disclosure addressed the
"For example, an issuer operating a repurchase program will not
need to specify with precision the amounts, prices, and dates on which it will
repurchase its securities. Rather, an issuer could adopt a written plan, when
it is not aware of material non-public information that uses a written formula
to derive amounts, prices, and dates. Or the plan could simply delegate all the
discretion to determine amounts, prices, and dates to another person who is not
aware of the information -- provided that the plan did not permit the issuer to
(and in fact the issuer did not) exercise any subsequent influence over the
purchases or sales."
View the SEC's final rules for fair disclosure
Don't forget to register for our upcoming
teleconferences. Topics include techniques on surviving an IRS Tax Audit,
retaining your executives, successful IT implementation and trends in Venture
Capital Technology Investments. Don't wait,
Management, Measurement, And Reporting
NYU Professor Baruch Lev has
just published an important new book and is offering it to FEI members at no
charge. It is by far the most serious work on intangible (intellectual) capital
to date. The book deals with measurement and disclosure issues as well as
managerial, accounting and capital market issues, all of great concern to FEI
The manuscript is
available on Baruch's
web site (along with a detailed appendix on GAAP for intangibles, which
should also prove useful).
SEC May Back Down on
Proposed Auditor Independence Rules
The WSJ reported Wednesday that
the SEC has indicated that it may be willing to allow auditors to continue
providing technology consulting services to audit clients. In its proposed
rules to set new independence standards for the auditing industry, the SEC
originally called for banning audit firms from providing management consulting
services to audit clients. The SEC, as a compromise, may now be willing to
accept disclosure of fees for computer-systems consulting services in SEC
SEC Clarifies Insider
In compensation consultant Frederick W. Cooke's latest
alert, he summarizes some SEC clarifications of the insider-trading rules as
they apply to officers.
"Many executives would like to sell their company stock for
diversification, estate planning and cash flow reasons. However, company
blackout periods and insider trading restrictions often hinder or prevent
executives from doing so. The SEC's enactment of Rule 10b5-1 provides three
instances when executives can buy or sell securities and not violate insider
trading laws, i.e.: when the executive demonstrates that prior to becoming
aware of inside information, he or she had entered into a binding contract to
purchase or sell the security when the executive demonstrates that in advance
of becoming aware of the information, he or she had instructed another to
execute the trade when the executive demonstrates that before becoming aware of
the information, he or she had adopted a written plan for trading
Here's a link to the
full document on
Finance Webcast Series: Dynamic Financial Reporting and Planning for
During this free, 60-minute Webcast, you will
learn how to tackle the new paradigm of real-time information access,
personalized to the individual and role, accessible any time, anywhere,
enabling more dynamic planning. Featuring Special Guest Speaker: Arun Kumar,
Managing Director, KPMG Consulting, LLC.
at Hyperion's website now!
If you want to know about the latest legislative and regulatory
initiatives coming out of Washington, the Washington Watch is for you. This
monthly newsletter tracks federal government activity important to the
Read the latest
Financial Management Network is the monthly educational series that FEI
sponsors to help you and your staff stay up-to-date and meet your CPE
requirements. During the last decade, FMN has become recognized as the nation's
premier in-house financial training program.
Recently, we have developed a new learning management system, FMN
Online. It provides you with the same timely information and CPE credits as
FMN, but since it is on the Internet, it eliminates the need for any
administration or oversight on your part. Further, it empowers your people to
determine on an individual basis just when and where they will use it.
This innovative program is available, free of cost or commitment,
for you and your staff members to examine for 30 days. Each one would be
eligible to earn up to four CPE credits.
To access this new, Web-based learning system:
- Log on to www.fmnonline.com
- Click on the CPE Center
- Scroll down and click on FREE 30 Day Trial Account (in
- Complete the registration form
- Click on "Register Me"
For more information, contact Jim Davis, (800) 621-0043, ext. 619
or by email, email@example.com
Job Posting: Division
An Australia-based chemical company has a need for a Chief
Financial Officer (CFO) for their North American operations in Colorado. This
position reports to the Chief Executive Officer and is responsible for all
aspects of accounting for joint operations worldwide, including strategic
planning, purchasing, payroll and logistics. The CFO will oversee finance and
IT strategy preparation and execution and will be responsible for pension
management in countries outside of Australia, working up funding requirements
without negotiating directly with the banks, and will have full accountability
in small merger and acquisition activities. The ideal candidate will have a
minimum of 15 years experience with at least 5 years in a Chief Financial
Officer/Controller role. Prefer manufacturing, chemical or mining experience
working in a multiple location environment with multicultural, diverse
business. Please respond to George Jackson, Jackson Group International, Fax:
303-321-3551, e-mail: firstname.lastname@example.org.
To view more jobs, please visit the
FEI Career Center.
Congratulations to Brian Lane, VP and CFO, Blimpie
International, Inc., in Atlanta, GA and Pamela Saaru, Treasurer, Florida
Progress Corporation, in Tampa Bay, FL.
That's all for now,
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