Foreign Private Issuers
Overview:
In June of 2007, the SEC implemented new rules that address the deregistration process for foreign private issuers. This rule should vastly simplify the process for companies that are contemplating listing securities on a U.S. stock exchange or raising funds through a U.S. registered offering. As with any sweeping change in regulation, there are number of options to consider in order to ensure that your company is best positioned to fully realize its benefits.The Knowledge Congress has assembled panel of distinguished experts to help make these policies clear to the organizations most impacted. The panel will present their findings in a two-hour teleconference.
Agenda:
SEGMENT 1:
<strong id="ep-name-of-speaker">Mr. Michael Coco, Special Counsel, Office of International Corporate Finance,</strong>
<em id="ep-speaker-firm">U.S. Securities and Exchange Commission (SEC)</em>
- Overview of the disclosure regime for FPIs.
- Description of the SEC's process for reviewing disclosure.
- Major recent rule developments (particularly the deregistration and IFRS/reconciliation rules).
SEGMENT 2:
<strong id="ep-name-of-speaker">Ms. Karen B. Dietrich, Assistant Director, Office of International Affairs,</strong>
<em id="ep-speaker-firm">Public Company Accounting Oversight Board (PCAOB)</em>
I. Overview of PCAOB and its statutory responsibilities, including:
- Registration of audit firms
- Inspection
- Investigation/enforcement and
- Standard setting.
II. PCAOB's authority over and approach to regulating non-U.S. audit firms, including:
- Overview of requirements
- PCAOB approach to non-U.S. Firms
- PCAOB reliance on non-U.S. audit regulators (there are some fairly recent developments in this area) and other aspects of international cooperation
SEGMENT 3:
<strong id="ep-name-of-speaker">Ms. Carol Banford, CPA, Managing Partner, International Client Services,</strong>
<em id="ep-speaker-firm">Grant Thornton LLP (US) </em>
- Benefits of the new SEC deregistration rule changes(highlight the changes, i.e. alternative tests, permanent deregistration, etc.) but not a discussion of the detailed provisions.
- Which companies will benefit most from the changed rules (i.e. companies listed in multiple robust capital markets, etc.)
- Other factors to consider before deregistering (deferral of compliance with SOX rules, elimination of IFRS reconciliation, etc.)
- Benefits to FPIs of continuing to list or enter the US markets.
SEGMENT 4:
<strong id="ep-name-of-speaker">Ms. Deborah R. Meshulam, Partner, Chair, National SEC Enforcement Practice,</strong>
<em id="ep-speaker-firm">DLA Piper Rudnick Gray Cary US LLP </em>
- Form 15-F to deregister shares/terminate registration//liability issues and 12g3-2(b) compliance.
- Electronic Publication and Use of Corporate Internet Web Sites for FPI's.
- the SEC adoption of IFRS for foreign private issuers over US GAAP - Accounting Treatment Issues.
- Losing FPI status in today's regulatory-SOX environment/monitoring FPI compliance and avoiding inadvertent domestic US filer status.
- Recent SEC comments to FPIs.
Who Should Attend:
International companies planning to raise capital in the US or List their companies on a US based Exchange. Investment banks, consultants and attorneys.
Michael D. Coco is a Special Counsel, Office of International Corporate Finance, Division of Corporation Finance at Securities and …
Karen Dietrich is an Assistant Director of International Affairs at the PCAOB. Her responsibilities include representing the Board in discussions …
Carol is Managing Partner, International Client Services for the Grant Thornton US firm and a member of …
Ms. Meshulam has over two decades of experience representing clients facing securities law, regulatory and corporate governance issues. …
Course Level:
Intermediate
Advance Preparation:
Print and review course materials
Method of Presentation:
On-demand Webcast (CLE)
Prerequisite:
NONE
Course Code:
889898
Total Credits:
2.0 CLE
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SPEAKERS' FIRMS:
U.S. Securities and Exchange Commission (SEC)
PCAOB Public Company Accounting Oversight Board
About U.S. Securities and Exchange Commission (SEC)
About PCAOB Public Company Accounting Oversight Board
About Grant Thornton LLP (US)
Website: https://www.grantthornton.com/
About DLA Piper US LLP
Website: https://www.dlapiper.com/us/