Of Continuing Interest.........

Items removed from "What's New," yet still relevant

• Nuts & Bolts Practices
  Our members share their wisdom and experience through surveys and reports
  
  
• Letter from the U.S. Chamber of Commerce to RiskMetrics Group
  Chamber's efforts to address the influence of proxy advisory firms - on U.S. Chamber website
  
  
• More Insights and Advice on Compensation Disclosure and Your 2008 CD&A
  Audio of teleconference of 1/17/08 — Sponsored by Broadridge Financial Solutions
  
  
• SEC Final Rule: Definition of the Term Significant Deficiency Release Nos. 33-8829; 34-56203; File No. S7-24-06
  • The Society's comment letter to the SEC Regarding Definition of a Significant Deficiency, File No. S7-24-06
    
    
• SEC adopted amendment to Rule14a-8(i)(8) - provides shareholder with an opportunity to place certain proposals in a company's proxy materials for a vote at an annual meeting of shareholders - on SEC website
  
  
• SEC Final Rule Electronic Shareholder Forums Release No. 34-57172; IC-28124: File No. S7-16-07
  SEC Final Rule: Shareholder Proposals Relating to the Election of Directors, Release No. 34-56914; IC-28075: File No. S7-17-07
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• SEC Final Rule: Smaller Reporting Company Regulatory Relief and Simplification, 33-8876; 34-56994; 392451; File No. S7-15-07
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• SEC Sent Sample Letter to Certain Public Companies Identifying a Number of Disclosure Issues They May Wish to Consider in Preparing MD&A for Their Upcoming Annual Report on Form 10K or 20F
  
  
• E-Proxy — What You Need to Know About Notice & Access
  Audio of teleconference in which our experts discussed the key factors you should consider in looking at e-proxy (Notice & Access)
  Teleconference of 11/20/07 — Sponsored by Broadridge Financial Solutions
  
  
• The Corporate Secretary & Governance Professional
  Our new, online newsletter. November 2007 Issue - highlights include "Lessons Learned From Corporate Scandals"
  
  
• 2007 Society Technology Survey
  New Society Publication — The latest numbers from Society members on how and what kinds of software they use for board communications, director and management evaluations, records management, subsidiary management and more
  
  
• Society's comment letter to the SEC on its proposal relating to electronic filing and simplification of Form D SEC Release Nos. 33-8814; 34-55980; 39-2446; IC-27878, 72 Fed. Reg. 37376 (July 9, 2007) - File No. S7-12-07
  
  
• SEC Final Rule: Revisions to 144 and 145, Release No. 33-8869; File No. S7-11-07
  
  
  • The Society's comment letter to the SEC Regarding Proposed Revisions to Rule 144 and Rule 145 to Shorten Holding Period for Affiliates and Non-Affiliates, Release No. 33-8813, File No. S7-11-07
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• INSIGHT AND ADVICE ON SEC COMMENTS REGARDING COMPENSATION DISCLOSURE
  Audio of teleconference in which Attorneys Mark Borges and Brian Lane provided general analysis of the SEC comments and considerations for responding to the Commission.
  Teleconference of 9/7/07 — Sponsored by Broadridge Financial Solutions
  
  
• Governance for Nonprofits: From Little Leagues to Big Universities
  Our newly revised pamphlet on organizational governance and an online resource center for nonprofits.
  
  
• 2007 Benchmarking Survey Report
  
  
• SEC Final Rule: Regarding Shareholder Choice Regarding Proxy Materials
  Release Nos. 34-56135; IC-27911; File No. S7-03-07 on SEC website
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• Built to Last: Focusing Corporations on Long-Term Performance
  Statement by the Committee For Economic Development
  
  
• SEC Staff Observations in the Review of Executive Compensation Disclosure on SEC website
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• The Society's comment letter to the SEC Regarding Definition of a Significant Deficiency, File No. S7-24-06
  
  
• Independent Board Leadership: Non-Executive Chairs, Lead Directors and Presiding Director
  New Society Publication — A comprehensive look at whether and how companies should split the roles of Chairman and CEO and/or appoint an independent Lead Director or a Presiding Director
  
  
• The Society's Comment Letter to The SEC - Roundtables Regarding Stockholder Rights and the Federal Proxy Rules Proxy Voting Issues: Voting Integrity, File No. 4-537
  • Transcript of the Roundtable on the Federal Proxy Rules and State Corporation Law held on May 7, 2007 - on SEC website
    
    
• The Society's Comment Letter to PCAOB Regarding Proposed Auditing Standard — An Audit of Internal Control over Financial Reporting that is Integrated with an Audit of Financial Statements — and Related Other Proposals, PCAOB Rulemaking Docket Matter No. 21
  • Click for more Comment Letters
  • PCAOB Adopts Auditing Standard No. 5 on PCAOB website
  • SEC Press Release - SEC Approves PCAOB Auditing Standard No, 5 on SEC website
    
    
• SEC Press Release: Proposed Modernization Of Smaller Company Capital - Raising and Disclosure Requirements - on SEC website
  
  
• Compensation Survey Report 2007
  New Society report on corporate secretary compensation: the highs and lows of salaries, bonuses and stock options
  
  
• D&O Questionnaire
  A comprehensive sample questionnaire, updated to reflect the SEC's new compensation and related-party disclosure rules that will help corporate secretaries prepare questionnaires for their own companies. Includes practice notes, comments, and regulatory citations.
  
  
• SEC Approves New Guidance for Compliance with Section 404 of Sarbanes-Oxley on SEC website
  • Sarbanes-Oxley Act of 2002 related matters
  • Sarbanes-Oxley Section 404 — A Guide from the SEC for Small Business
    
    
• Online Tutorial — Corporate Minutes: What You Need to Know
  
  Whether you're taking Minutes for the first time or just want to brush up your skills, this online tutorial is perfect for you. Please click here to order the tutorial.
  
  
• SEC Final Rules Regarding Executive Compensation and Related Person Disclosure, Release Nos. 33-8732; 34-54302; IC-27444; File No. S7-03-06 - on SEC website
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  • Compensation Disclosure: Perquisites and Other Personal Benefits - Teleconference of March 16, 2006
    • Transcript of teleconference
      
      
• Survey of Majority Voting in Director Elections updated 11/12/07
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  • Majority Vote Work Group Issues Report
    Led by the Carpenters Union, four trade unions and fifteen U.S. corporations (including 14 Society members), discussed and analyzed majority voting for several months. This Report, without a "majority" opinion, summarizes their work
    
    
    
• Corporate Minutes: A Monograph for the Corporate Secretary
  A guide that examines the purposes of and necessity for corporate minutes, and focuses on the style and content of board and committee meeting minutes, the role of the secretary as minute taker, and the processes for filing, retaining and indexing minutes.
  
  
• Planning and Preparing for the Annual Meeting of Shareholders
  A manual covering all aspects of the corporate secretary's involvement in preparing for and holding annual meetings. Includes sample documents and a detailed planning calendar
  
  
• Report on the Current Enforcement Program of the SEC on U.S. Chamber of Commerce's website
  
  
• Developing a Web Portal for the Board
  New Society publication (Nonmembers can purchase publication here)
  
  
• Director Education
  A schedule and descriptions of director education events
  
  
  
• Amicus brief, Baxter v. Asher case filed with the US Supreme Court regarding the interpretation of the safe harbor for forward-looking statements under the Private Securities Litigation Reform Act
  
  
• Network with fellow Society members, sharing directly on the issues that you find most challenging. Click here to find out about our Members List Servs

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