SEC ENVIRONMENTAL REPORTING
|
|
- Christiana Doyle
- 6 years ago
- Views:
Transcription
1 SEC ENVIRONMENTAL REPORTING Association of Corporate Counsel Environmental and Sustainability Committee June 9, 2011 Holly Cannon Principal Beveridge & Diamond, P.C. Washington, DC
2 OVERVIEW Refresher on SEC Environmental Disclosure Requirements Recent Developments Guidance on Climate Change Disclosures Conflict Minerals Legislation 2
3 SEC ENVIRONMENTAL DISCLOSURE REQUIREMENTS Guiding Principles: Investors are entitled to information about potential investments prior to purchase SEC requires public companies to disclose material financial and non-financial information to enable investors to make informed investment decisions U.S. Supreme Court: Material if a reasonable investor would view it as significantly altering the total mix of information made available SEC: Material if there is a substantial likelihood that a reasonable person would consider it important No bright line test of materiality; both qualitative and quantitative factors must be used 3
4 SEC ENVIRONMENTAL DISCLOSURE REQUIREMENTS SEC has had environmental disclosure requirements since 1970s. These requirements cover: Narrative Disclosures in Public Filings (Annual Report, Form 10-K, Form 10-Q, Registration Statements, Prospectuses, etc.) Financial Statements 4
5 SEC ENVIRONMENTAL DISCLOSURE REQUIREMENTS Narrative Disclosure Requirements: SEC Regulation S-K (17 C.F.R. 229) Company must disclose all material information, unless Regulation S-K requires disclosure of more specific information. Costs of achieving compliance with existing laws Liabilities from actual or threatened legal proceedings Potential impacts based on regulatory trends and uncertainties 5
6 SEC ENVIRONMENTAL DISCLOSURE REQUIREMENTS Item 101 of Regulation S-K: Description of Business Disclose material effects that compliance with environmental legal requirements may have on capital expenditures, earnings and competitive position. Time Frame: Current and following year, and far enough ahead to make disclosure not misleading. Must include material estimated capital expenditures for environmental control facilities. Estimates: Set forth the source, assumptions, methods and extent of uncertainty necessary for the disclosure not to be misleading. 6
7 SEC ENVIRONMENTAL DISCLOSURE REQUIREMENTS Item 103 of Regulation S-K: Legal Proceedings Disclose pending or contemplated administrative or judicial proceedings under environmental laws if: Material to the company s business or financial condition; Claims for damages, potential monetary sanctions, capital expenditures, deferred charges, etc., exceed 10% of current assets; OR Government authority is a party and proceeding involves potential monetary sanctions, unless reasonable belief that monetary sanctions will be less than $100,000. If disclosure required, must include name of court or agency, date proceeding instituted, principal parties, alleged factual basis, and relief sought. 7
8 SEC ENVIRONMENTAL DISCLOSURE REQUIREMENTS Item 303 of Regulation S-K: Management s Discussion and Analysis (MD&A) Must discuss known trends... events or uncertainties... that are reasonably likely to have a material impact on liquidity, capital, sales, revenue or income. Disclose material events and uncertainties that would cause financial information not to be indicative of future financial condition. SEC Interpretive Release: Proposed legislation or regulation requiring future capital expenditures to install pollution control devices; Designation as a PRP at a Superfund site; and Recurring costs associated with managing hazardous substances and pollution in connection with ongoing operations. 8
9 SEC ENVIRONMENTAL DISCLOSURE REQUIREMENTS Item 303 of Regulation S-K: MD&A Is the known trend, demand, commitment or uncertainty likely to come to fruition? (If not reasonably likely, no disclosure required.) If yes or unclear, must objectively evaluate consequences of event or uncertainty. Disclosure required unless management determines that a material effect on financial condition or results of operations is not reasonably likely. Must quantify to the extent reasonably practicable. 9
10 SEC ENVIRONMENTAL DISCLOSURE REQUIREMENTS Item 503 of Regulation S-K: Risk Factors Requires appropriate discussion under the caption Risk Factors of the most significant factors that make investment in the entity s securities speculative or risky. Disclosure must contain an explanation of how the risk affects the entity or the securities being offered. Does not specifically mention environmental risks, but such risks must be disclosed if significant to the entity or the offering. 10
11 SEC ENVIRONMENTAL DISCLOSURE REQUIREMENTS Financial Disclosure Requirements SEC Regulation S-X Generally Accepted Accounting Principles (GAAP) Statement of Financial Accounting Standards Board, Accounting Standards Codification 450 (Contingencies) SEC Staff Accounting Bulletin No. 92 (Environmental Loss Contingencies) AICPA Statement of Position 96-1 (Environmental Remediation Liabilities) 11
12 SEC ENVIRONMENTAL DISCLOSURE REQUIREMENTS Other Requirements: Sarbanes-Oxley 404 Requires management to establish and maintain internal controls and procedures for financial reporting, and to assess annually the effectiveness of those controls and procedures. 12
13 RECENT DEVELOPMENTS SEC Guidance on Climate Change Disclosure Requirements SEC issued interpretive release (effective February 8, 2010) Clarified that existing SEC rules require disclosure of material climate-related risks and opportunities Description of Business Legal Proceedings Management s Discussion and Analysis Risk Factors 13
14 RECENT DEVELOPMENTS SEC Guidance on Climate Change Disclosure Requirements Potential Triggers for Climate-Related Disclosure Requirements: Impact of Climate Legislation and Regulation Environmental compliance costs relating to climate change, e.g., cost to purchase credits under cap-and-trade scheme Cost to comply with emerging EPA and state GHG initiatives, e.g., mandatory GHG reporting rule Changes in earnings from increased or decreased demand for goods and services International Accords Environmental compliance costs, changes in demand for goods and services due to international initiatives (e.g., UNFCCC, Kyoto Protocol) 14
15 RECENT DEVELOPMENTS SEC Guidance on Climate Change Disclosure Requirements Potential Triggers for Climate-Related Disclosure Requirements (continued): Indirect Consequences of Regulation / Business Trends Reputational harm, e.g., due to publicly available data on corporate GHG emissions Decreased demand for GHG-intensive products and services Physical Impacts of Climate Change Property damage, disruptions for companies with operations concentrated on coastlines 15
16 RECENT DEVELOPMENTS U.S. Conflict Minerals Legislation Section 1502 of Dodd-Frank Wall Street Reform and Consumer Protection Act New Annual SEC Reporting Requirements for Manufacturers if Conflict Minerals (or Metals Derived from Them) are Necessary for Functionality or Production of Products Not a Prohibition; Designed to Achieve Transparency in Supply Chain 16
17 RECENT DEVELOPMENTS U.S. Conflict Minerals Legislation Restrictions Based on Origin of Materials Democratic Republic of Congo or Adjoining Countries Requirements Apply to Conflict Minerals and Their Derivatives Columbite-tantalite (used to produce Tantalum) Cassiterite (Sn) (used to produce Tin) Wolframite (W) (used to produce Tungsten) Gold 17
18 RECENT DEVELOPMENTS U.S. Conflict Minerals Legislation 1 Annual SEC Disclosure 2 If Yes or cannot tell, 3 Other Key Provisions: Report / Identify: Determine whether products contain conflict minerals produced in DRC or adjoining countries Reasonable country of origin inquiry Description of measures to exercise due diligence on source and chain of custody of minerals Any products that are not DRC conflict free (i.e., products that contain minerals that finance or benefit armed groups) Facilities used to process conflict minerals (i.e., smelter) Country of origin Information on efforts to determine mine of origin Reports audited by independent auditor Audit must be certified Report posted on company website Option: label products DRC Conflict Free 18
19 RECENT DEVELOPMENTS U.S. Conflict Minerals Legislation Ambiguities: What is manufacture? Contract manufacturers? Yes, includes entity that offers generic product under own brand, even if no influence over specifications Branded manufacturers? Yes: any entity with any influence over specifications Distributors and importers? Probably not Retailers? Probably not. What is due diligence in this context? What if you don t know country of origin? Will recycled material be excluded? Will there be a de minimis exemption? 19
20 RECENT DEVELOPMENTS U.S. Conflict Minerals Legislation SEC proposed rules December 15. Comments: SEC originally scheduled to release final rules by April 15, but announced delay. Currently indicating release in August to December timeframe (presumably early in that process). Companies must disclose/report on first fiscal year after promulgation of rules. 20
Conflict Minerals Part III of III What M&A Lawyers Should Know About the Conflict Minerals Rule
Conflict Minerals Part III of III What M&A Lawyers Should Know About the Conflict Minerals Rule October 2012 Overview Section 1502 of the Dodd-Frank Act required the Securities and Exchange Commission
More informationCINTAS CORPORATION (Exact name of registrant as specified in its charter) Washington
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report CINTAS CORPORATION (Exact name of registrant as specified in its charter) Washington 0-11399
More informationNobility Homes, Inc.
ˆ200GR@Q0T&4nZLRs1Š 200GR@Q0T&4nZLRs1 12.6.29 ADG davir0at 30-May-2018 09:31 EST 787865 TX 1 2* UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form SD Specialized Disclosure Report
More informationSummary of the Final SEC Rules on Conflict Minerals
Summary of the Final SEC Rules on Conflict Minerals On August 22, 2012, the Securities and Exchange Commission (SEC) voted in favor (3-2) of a long-awaited final conflict minerals regulation. Overall,
More informationTHE GREENBRIER COMPANIES, INC.
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM SD Specialized Disclosure Report Commission File No. 1-13146 THE GREENBRIER COMPANIES, INC. (Exact name of registrant as specified
More informationFORM SD Specialized Disclosure Report
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report Graphic Packaging Holding Company (Exact name of registrant as specified in its charter) Georgia
More informationSEC Adopts Final Rules on Conflict Minerals Reporting
Advisory Corporate & Securities Technology Corporate & Securities September 10, 2012 SEC Adopts Final Rules on Conflict Minerals Reporting by Gabriella A. Lombardi, Brian M. Wong and Gauri Manglik The
More informationSKYLINE MEDICAL INC.
SKYLINE MEDICAL INC. FORM SD (Specialized Disclosure Report) Filed 05/26/16 Address 2915 COMMERS DRIVE, SUITE 900 EAGAN, MN 55121 Telephone 651-389-4800 CIK 0001446159 Symbol SKLN SIC Code 3842 - Orthopedic,
More informationDodd-Frank Wall Street Reform and Consumer Protection Act
Dodd-Frank Wall Street Reform and Consumer Protection Act The SEC and One Year Later Brian Zophin, Partner Coral Gables, FL Sarbanes-Oxley Act of 2002 Section 404(b) allowed permanent exemption for small
More informationMATTHEWS INTERNATIONAL CORPORATION Conflict Minerals Report
MATTHEWS INTERNATIONAL CORPORATION Conflict Minerals Report This Conflict Minerals Report of Matthews International Corporation and its subsidiary companies (collectively, the Company ) has been prepared
More informationThe Quest For 'Conflict Minerals' Accountability
Portfolio Media. Inc. 860 Broadway, 6th Floor New York, NY 10003 www.law360.com Phone: +1 646 783 7100 Fax: +1 646 783 7161 customerservice@law360.com The Quest For 'Conflict Minerals' Accountability Law360,
More informationFORM SD Specialized Disclosure Report
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report The Valspar Corporation (Exact name of registrant as specified in its charter) Delaware 1-3011
More informationALLEGHANY CORPORATION (Exact name of registrant as specified in its charter)
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report ALLEGHANY CORPORATION (Exact name of registrant as specified in its charter) Delaware 1-9371
More informationRecent Developments in the Disclosure Requirements for Oil and Gas Companies
Third SPEE European 2012 Chapter Meeting Recent Developments in the Disclosure Requirements for Oil and Gas Companies Kathryn A. Campbell Sullivan & Cromwell LLP October 8, 2012 1 Transparency Imperative
More informationCLIENT PUBLICATION CAPITAL MARKETS
CAPITAL MARKETS CLIENT PUBLICATION July 29 2010... The Dodd-Frank Act: New Disclosure Requirements for Reporting Issuers Engaged in Extractive Enterprises or Using Conflict Minerals... On July 21, 2010,
More informationCONFLICT MINERAL COMPLIANCE FAQ
CONFLICT MINERAL COMPLIANCE FAQ DODD-FRANK WALL STREET REFORM & CONSUMER PROTECTION ACT, SECTION 1502 INTRODUCTION Section 1502 of the Dodd-Frank Wall Street Reform & Consumer Protection Act requires publicly-traded
More informationDST Systems, Inc. (Exact name of registrant as specified in its charter)
Section 1: SD (DST SYSTEMS, INC. SD 12-31-2014) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD SPECIALIZED DISCLOSURE REPORT DST Systems, Inc. (Exact name of registrant
More informationUNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C FORM SD SPECIALIZED DISCLOSURE REPORT. GoPro, Inc.
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD SPECIALIZED DISCLOSURE REPORT GoPro, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-36514 77-0629474
More informationSEC Adopts Final Conflict Mineral Rules
SEC Adopts Final Conflict Mineral Rules By Troy M. Calkins and Peter B. Wolf September 2012 Client Alert The Securities and Exchange Commission (the Commission), on August 22, 2012, adopted a final rule
More informationUNITED STATES SECURITIES AND EXCHANGE COMMISSION FORM SD. Foot Locker, Inc.
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report Foot Locker, Inc. (Exact name of registrant as specified in its charter) New York 1-10299 13-3513936
More informationNEVRO CORP. (Exact name of registrant as specified in its charter)
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report NEVRO CORP. (Exact name of registrant as specified in its charter) Delaware 001-36715 56-2568057
More informationDisclaimer 9/18/2013. Growing Awareness. Conflict in the DRC Dodd Frank Act. Affected companies SEC disclosure
9/8/0 Disclaimer Conflict Minerals 0 Understanding Your Obligations Under Sec. 50 of the Dodd Frank Act Isaac Powell E Company Disclaimer information contained in this web seminar contains general information
More informationConflict minerals (Dodd-Frank Section 1502)
Conflict minerals (Dodd-Frank Section 1502) A Path to Compliance April 11, 2013 Introductions Shawn Curtis Risk Assurance Director PricewaterhouseCoopers, LLP Jeff Fowler Risk Assurance Manager PricewaterhouseCoopers,
More informationUNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C FORM SD RICHARDSON ELECTRONICS, LTD.
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD SPECIALIZED DISCLOSURE REPORT Richardson Electronics RICHARDSON ELECTRONICS, LTD. (Exact name of registrant as specified
More informationUNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C FORM SD
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report Joe s Jeans Inc. (Exact name of the registrant as specified in its charter) Delaware 0-18926
More informationSEC Conflict Minerals Regulation Flowchart
SEC Conflict Minerals Regulation Flowchart START Does the issuer file reports with the SEC under Sections 13(a) or 15(d) of the Exchange Act? YES Does the issuer manufacture or contract to manufacture
More informationForeign Private Issuers and the Corporate Governance and Disclosure Provisions
Electronically reprinted from Volume 24 Number 9, September 2010 Foreign Private Issuers and the Corporate Governance and Disclosure Provisions While the impact of the executive compensation and corporate
More informationConflict Minerals: New Developments and Preparing for 2015 Disclosures
Conflict Minerals: New Developments and Preparing for 2015 Disclosures ACC Environmental & Sustainability Legal Quick Hit Lauren Hopkins (lhopkins@bdlaw.com) April 9, 2015 Beveridge & Diamond, P.C. 2015
More informationUNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C FORM SD. Specialized Disclosure Report. II-VI Incorporated
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report II-VI Incorporated (Exact name of registrant as specified in its charter) Pennsylvania 0-16195
More informationConflict Minerals: the Current State of Play International Copper Study Group ICSG/EEC38/1 Environmental and Economic Committee meeting
Conflict Minerals: the Current State of Play International Copper Study Group ICSG/EEC38/1 Environmental and Economic Committee meeting Chiara Venturini Director, GeSI Lisbon, 23 April 2015 About GeSI
More informationUNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C FORM SD
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report AXCELIS TECHNOLOGIES, INC. (Exact name of registrant as specified in its charter) OMB APPROVAL
More informationUNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C FORM SD Specialized Disclosure Report. Intertape Polymer Group Inc.
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report Intertape Polymer Group Inc. (Exact name of registrant as specified in its charter) Canada
More informationUNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C FORM SD
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report AXCELIS TECHNOLOGIES, INC. (Exact name of registrant as specified in its charter) OMB APPROVAL
More informationORIX KABUSHIKI KAISHA
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report ORIX KABUSHIKI KAISHA (Exact Name of Registrant as Specified in Its Charter) Japan 001-14856
More informationSignet Jewelers Limited
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD SPECIALIZED DISCLOSURE REPORT Signet Jewelers Limited (Exact name of the registrant as specified in its charter) Bermuda
More informationUNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C FORM SD. Specialized Disclosure Report. II-VI Incorporated
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report II-VI Incorporated (Exact name of registrant as specified in its charter) Pennsylvania 0-16195
More informationConflict Minerals Diligence
Resource ID: 0-510-6930 Conflict Minerals Diligence Michael Littenberg, Ropes & Gray LLP, with Practical Law Corporate & Securities Search the Resource ID numbers in blue on Practical Law for more. This
More informationcrowell moring Sarbanes-Oxley and Environmental Disclosures 1
Reprinted from the Environmental and Energy Business Law Reporter (December 2004), published by the Environment, Energy and Natural Resources Committee of the Business Law Section of the American Bar Association.
More informationA Closer Look The Dodd-Frank Wall Street Reform and Consumer Protection Act
A Closer Look The Dodd-Frank Wall Street Reform and Consumer Protection Act To view our other A Closer Look pieces on Dodd-Frank, please visit www.pwcregulatory.com Part of an ongoing series Impact On
More informationNDI Executive Exchange
National Directors Institute NDI Executive Exchange DI The New Normal An Interactive Exchange About the Future of Governance Audit Committee Hot Topics Co-Sponsors In-Kind Sponsors Audit Committee Panel
More informationConflict Minerals. David M. Spooner Dynda A. Thomas Squire Sanders. November 8, Offices in 18 Countries
Conflict Minerals David M. Spooner Dynda A. Thomas Squire Sanders November 8, 2012 37 Offices in 18 Countries Overview Section 1502 of the Dodd-Frank Act required the Securities and Exchange Commission
More informationConflict Minerals: New Developments and Preparing for 2017 Disclosures
Conflict Minerals: New Developments and Preparing for 2017 Disclosures ACC Environmental & Sustainability Legal Quick Hit Paul Hagen, phagen@bdlaw.com Lauren Hopkins, lhopkins@bdlaw.com April 13, 2017
More informationUNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C FORM SD Specialized Disclosure Report
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report BARNES GROUP INC. (Name of Registrant as Specified In Its Charter) Delaware (State or other
More informationDodd-Frank Application of Corporate Governance, Securities Reform and Disclosure Requirements to Public Companies
Dodd-Frank Application of Corporate Governance, Securities Reform and Disclosure Requirements to Public Companies September 29, 2010 Overview The scope of the recently enacted Dodd-Frank Wall Street Reform
More informationDisclosure of Environmental Liabilities: SEC Obligations, Auditing Standards, and the Effect of Sarbanes-Oxley
2177 Twenty First Annual Advanced ALI-ABA Course of Study The Impact of Environmental Law on Real Estate Transactions: Brownfields and Beyond October 2-3, 2008 Boston, Massachusetts Disclosure of Environmental
More informationChecklist for Form 20-F Filers
April 12, 2011 Checklist for Form 20-F Filers This memorandum summarizes new U.S. disclosure requirements and considerations for non-u.s. SEC-reporting companies, and is intended to serve as a checklist,
More informationThe Dodd-Frank Act: Corporate Governance, Compensation, Disclosure and SEC Enforcement Provisions. August 1, 2011
The Dodd-Frank Act: Corporate Governance, Compensation, Disclosure and SEC Enforcement Provisions August 1, 2011 2010 Morrison & Foerster LLP All Rights Reserved mofo.com Overview The Dodd-Frank Wall Street
More informationAmerican Eagle Outfitters, Inc.
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD SPECIALIZED DISCLOSURE REPORT American Eagle Outfitters, Inc. (Exact name of the registrant as specified in its charter)
More informationBARNES GROUP INC FORM SD. (Specialized Disclosure Report) Filed 06/01/15
BARNES GROUP INC FORM SD (Specialized Disclosure Report) Filed 06/01/15 Address 123 MAIN ST BRISTOL, CT 06010 Telephone 8605837070 CIK 0000009984 Symbol B SIC Code 3490 - Miscellaneous Fabricated Metal
More informationConflict minerals. What you need to know about the new disclosure and reporting requirements and how Ernst & Young can help
Conflict minerals What you need to know about the new disclosure and reporting requirements and how Ernst & Young can help Dodd Frank Section 1502 and the SEC s final rule In recent years, there has been
More informationAnti-bribery Compliance
Anti-bribery Compliance Best Practices and New Tools for Managing Supply and Marketing Chain Compliance Risks Alexandra Wrage 9 October 2012 TRACE 2011 Burden on Private Sector Because of sovereign immunity
More informationBACKGROUND ON THE SEC CONFLICT MINERALS RULE SEC REQUIREMENTS FOR CONFLICT MINERALS REPORTING
BACKGROUND ON THE SEC CONFLICT MINERALS RULE On August 22, 2012, the SEC approved a final rule implementing Section 1502 of the Dodd-Frank Wall Street Reform and Consumer Protection Act (the Conflict Minerals
More informationASCENA RETAIL GROUP, INC.
ASCENA RETAIL GROUP, INC. FORM SD (Specialized Disclosure Report) Filed 05/29/15 Address 933 MACARTHUR BOULEVARD MAHWAH, NJ, 07430 Telephone 551.777.6700 CIK 0001498301 Symbol ASNA SIC Code 5621 - Retail-Women's
More informationSIGNET JEWELERS LIMITED
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD SPECIALIZED DISCLOSURE REPORT SIGNET JEWELERS LIMITED (Exact name of Registrant as specified in its charter) Bermuda 1-32349
More informationUNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C FORM SD. Specialized Disclosure Report
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report SPEEDWAY MOTORSPORTS, INC. (Exact name of the registrant as specified in its charter) Delaware
More informationGAO s Work Under Section 1502 of the Dodd-Frank Act: A Conflict Minerals Webinar Hosted by Ropes & Gray November 3, 2016
GAO s Work Under Section 1502 of the Dodd-Frank Act: A Conflict Minerals Webinar Hosted by Ropes & Gray November 3, 2016 Kimberly Gianopoulos Director, International Affairs and Trade Godwin Agbara Assistant
More informationLBMA/LPPM Precious Metals Conference 01/10/2013. Dodd Frank and Precious Metals: Where Are We Now? LBMA/LPPM Precious Metals Conference
Dodd Frank and Precious Metals: Where Are We Now? LBMA/LPPM Precious Metals Conference Rome, Italy 1 October 2013 John Bullock, IPMI Dodd Frank Act Intent to REFORM Wall Street and Banking 848 pages hundreds
More informationAll Information must be complete or your company will not be added to our Approved Supplier Database.
SUPPLIER PACKET and W-9 FORM The Procurement and Contracts Department is dedicated to supplying the goods and support services that allow for the effective and efficient delivery of utility services. Dependable,
More informationSEC Initiatives under the Dodd-Frank Act Special Disclosures Section 1502 (Conflict Minerals) File Number S
March 2, 2011 The Honorable Mary L. Schapiro Chairman Securities and Exchange Commission 100 F Street, NE Washington, DC 20549 Re: SEC Initiatives under the Dodd-Frank Act Special Disclosures Section 1502
More informationCONFLICT MINERALS AND THE DODD FRANK ACT Impact on the gold and tungsten supply chain. Cecilia Gardner, President & CEO
CONFLICT MINERALS AND THE DODD FRANK ACT Impact on the gold and tungsten supply chain Cecilia Gardner, President & CEO Sec. 1502 Conflict Minerals in West Africa Tin, Tungsten, Tantalum and Gold Address
More informationCONFLICT MINERALS AND THE DODD FRANK ACT Impact on the gold and tungsten supply chain
CONFLICT MINERALS AND THE DODD FRANK ACT Impact on the gold and tungsten supply chain Cecilia Gardner, President & CEO Sec. 1502 Conflict Minerals in West Africa Tin, Tungsten, Tantalum and Gold Address
More informationDisclosure of Environmental 2004 Liabilities in SEC Filings
Disclosure of Environmental 2004 Liabilities in SEC Filings Copyright 2004 by Davis Polk & Wardwell TABLE OF CONTENTS PAGE I. Introduction...1 A. Background...1 B. Executive Summary...3 II. Specific Disclosure
More informationAll Information must be complete or your company will not be added to our Approved Supplier Database.
SUPPLIER PACKET and W-9 FORM The Procurement and Contracts Department is dedicated to supplying the goods and support services that allow for the effective and efficient delivery of utility services. Dependable,
More informationDodd-Frank: Beyond Financial Services The implication and effects on nonfinancial service companies
Dodd-Frank: Beyond Financial Services The implication and effects on nonfinancial service companies August 2011 kpmg.com 2011 KPMG LLP, a Delaware limited liability partnership and the U.S. member firm
More informationImpact of Conflict Minerals on Regulatory Compliance
Impact of Conflict Minerals on Regulatory Compliance DRC is in central southern Africa, and was formerly known as the Belgian Congo and later Zaire. There is a short seaboard on the Atlantic Ocean at the
More informationLet s talk: governance
EY Center for Board Matters Let s talk: governance June 2014 Issue 6 First-year conflict mineral reporting reveals insights and surprises First-year conflict mineral reporting reveals insights and surprises
More informationDodd-Frank Act Conflict Minerals (Section 1502) Overview
Dodd-Frank Act Conflict Minerals (Section 1502) Overview June 2, 2011 Advisory Executive Summary Impact of Conflict Minerals section (1502) of Dodd-Frank Act Overview of section 1502 of D-F act The Dodd-Frank
More informationChecklist for Quarterly Report on SEC Form 10-Q. April 2013
Checklist for Quarterly Report on SEC Form 10-Q April 2013 Company: Quarter Ending: Prepared by: Reviewed by: 1st 2nd 3rd Introduction The U.S. Securities and Exchange Commission (SEC) Form 10-Q is used
More informationConflict Minerals. OECD Due Diligence Guidance - In Practice. Presented by: Bruce Calder VP of Consulting Services. Wednesday, December 17, 14
Conflict Minerals OECD Due Diligence Guidance - In Practice Presented by: Bruce Calder VP of Consulting Services Agenda Due Diligence OECD Due Diligence Guidance Checklist approach - 5 steps IPSA Audit
More informationDOVER CORPORATION. Supplier Code of Conduct
DOVER CORPORATION Supplier Code of Conduct 1 LETTER FROM OUR SENIOR VICE PRESIDENT, GLOBAL SOURCING Letter from Our Senior Vice President, Global Sourcing Since Dover s founding in 1955, our teams throughout
More informationConflict minerals December 2012
Conflict minerals December 2012 Conflict minerals In maintaining its social license to operate, the mining and metals sector must ensure that it has stewardship of its supply chain and that at each stage
More informationWithin the CDX System
n July 15, 2010 the US Congress passed the Wall Street reform bill that included a provision on onflict minerals. Pursuant to Section 1502 of the Dodd-Frank Wall Street Reform and Consumer rotection Conflict
More informationEni SpA (Exact name of registrant as specified in its charter)
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD SPECIALIZED DISCLOSURE REPORT Eni SpA (Exact name of registrant as specified in its charter) Republic of Italy (State or
More informationFORM 10-Q. UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC BLUE STAR ENTERTAINMENT TECHNOLOGIES, INC.
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES AND EXCHANGE ACT OF 1934 For the quarterly period ended
More informationSEC Interpretive Release on Climate Change Disclosure
CRAVATH, SWAINE & MOORE LLP Please feel free to contact us if we can provide further information on these matters. Jeffrey A. Smith 212-474-1514 jsmith@cravath.com SEC Interpretive Release on Climate Change
More informationConflict Minerals What Companies Need To Know Now
Conflict Minerals What Companies Need To Know Now Dynda Thomas Squire Sanders USFIA Webinar May 1, 2014 39 Offices in 19 Countries Disclaimer The information contained in this presentation contains general
More informationSARBANES-OXLEY UPDATE. I. Disclosure of Off-Balance Sheet Arrangements... 2
NEWS ALERT SARBANES-OXLEY UPDATE This advisory summarizes the requirements of recent rule proposals that have been made pursuant to the Sarbanes-Oxley Act of 2002 ( Sarbanes-Oxley ). Although the proposed
More informationAUDIT COMMITTEE CHARTER
AUDIT COMMITTEE CHARTER Purpose: The Audit Committee (the Committee ) is a standing committee of the Board. The Committee s purpose is to assist the Board in carrying out its oversight responsibilities
More informationContents. PricewaterhouseCoopers Slide 2
Update of US and IFRS Mining GAAP September 23 rd, 2010 Presenters: Paul Fitchett James Terry Contents - Convergence Timeline - IFRS Standards Effective in 2010 - US GAAP Standards Effective in 2010 -
More informationFORM 10-Q CYBERSPACE VITA, INC.
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarter ended March 31, 2014 Commission
More informationTestimony. of Franklin Vargo Vice President International Economic Affairs National Association of Manufacturers
Testimony of Franklin Vargo Vice President International Economic Affairs National Association of Manufacturers before the House Committee on Financial Services Subcommittee on International Monetary Policy
More informationJanuary 5, To Our Clients and Friends:
DISCLOSING CLIMATE CHANGE RISKS IN SEC FILINGS January 5, 2010 To Our Clients and Friends: As companies begin to prepare their annual reports on Forms 10-K or 20-F, they should consider whether it may
More informationFREQUENTLY ASKED QUESTIONS ABOUT PERIODIC REPORTING REQUIREMENTS FOR U.S. ISSUERS PRINCIPAL EXCHANGE ACT REPORTS
FREQUENTLY ASKED QUESTIONS ABOUT PERIODIC REPORTING REQUIREMENTS FOR U.S. ISSUERS PRINCIPAL EXCHANGE ACT REPORTS These Frequently Asked Questions should be read together with our Frequently Asked Questions
More informationHot Topics 2013 Proxy season highlights
Hot Topics 2013 Proxy season highlights Recent governance trends, regulatory developments, and the expectation of future governance-related legislation were highlighted in the June 25 Deloitte Dbriefs
More informationConflict minerals SEC compliance evaluation and the role of the IPSA. Conflict Minerals and Ethical Sourcing Workshop December 3, 2015
Conflict minerals SEC compliance evaluation and the role of the IPSA Conflict Minerals and Ethical Sourcing Workshop December 3, 2015 Setting the stage The legal challenge lingering uncertainty concerning
More informationFinancial Reporting of Environmental Liabilities
Financial Reporting of Environmental Liabilities Julie Desjardins, CA Advisor Representing the Canadian Institute of Chartered Accountants julie.desjardins@sympatico.ca julie.desjardins@cica.ca Outline
More informationETHICS. Code of Conduct for Service Providers
ETHICS Code of Conduct for Service Providers This Code of Conduct for Service Providers contains the legal and ethical business practice standards that are required for Service Providers of Teledyne Technologies
More informationFORM 10-Q CYBERSPACE VITA, INC.
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarter ended March 31, 2012 Commission
More informationTEXTS ADOPTED Provisional edition
European Parliament 2014-2019 TEXTS ADOPTED Provisional edition P8_TA-PROV(2015)0204 Union system for self-certification of importers of certain minerals and metals originating in conflict-affected and
More informationTightening Standards For Reporting Environmental Liabilities: Conditional Asset Retirement Obligations
Tightening Standards For Reporting Environmental Liabilities: Conditional Asset Retirement Obligations by Reed W. Neuman Reed W. Neuman is a partner at the Washington, D.C., law firm of O Connor & Hannan
More informationMarket Price of and Dividends on the Registrant s Common Equity and Related Shareholder Matters
Updates to Item 201 and Other Items of Regulation S-K Market Price of and Dividends on the Registrant s Common Equity and Related Shareholder Matters March 13, 2007 These interpretations replace the Item
More informationPurchasing Terms and Conditions PUR001.F07
Page 1 of 5 1.0 Contract 1.1 Terms and Conditions. The terms and conditions set forth below together with those appearing on the face of specific Silicon Forest Electronics Purchase Orders, any attachments
More informationCorporate Disclosure Considerations Related to Climate Change
Chapter 7 Corporate Disclosure Considerations Related to Climate Change Introduction Rapid and disjointed developments in the law and the marketplace are combining to create substantial securities and
More informationLegal and Market-side Demands for Traceability in the Mineral Supply Chain
Karen Hayes, Director Mines to Markets, Pact International Conference on Artisanal and Small-scale Mining in the Asia Pacific Region: Current Status and Challenges Ulaanbaatar, Mongolia, 28-31 May, 2013
More information03 Industry Harmonisation
Update for Good Delivery Refiners Ruth Crowell Deputy Chief Executive, LBMA 11 th September, 2012 Scope 01 Responsible Gold SEC Update OECD Update 02 Responsible Gold Audit Guidance Recommended Auditors
More informationNovember 12, A Partnership Including Professional Corporations. New York One New York Plaza New York, NY
T O O U R F R I E N D S A N D C L I E N T S November 12, 2002 SEC Proposes Rules under the Sarbanes-Oxley Act of 2002 on the Use of Non- The U.S. Securities and Exchange Commission recently proposed rules
More informationGCD. Investment Management Update. Gardner Carton & Douglas. New Audit Committee Financial Expert Requirements
GCD Gardner Carton & Douglas A Service to Our Clients and Friends Investment Management Update February 2003 New Audit Committee Financial Expert Requirements The SEC is requiring funds to disclose in
More informationA conflict minerals regulation that works
February 2015 A conflict minerals regulation that works Strengthening the European Commission s proposal for a Regulation setting up a Union system for supply chain due diligence self-certification of
More informationDisclosure of Accounting Policies, Risks & Uncertainties, and Other Disclosures
Statutory Issue Paper No. 77 Disclosure of Accounting Policies, Risks & Uncertainties, and Other Disclosures STATUS Finalized March 16, 1998 Original SSAP and Current Authoritative Guidance: SSAP No. 1
More informationAlert Memo NEW YORK & WASHINGTON, DC FEBRUARY 4, SEC Interpretive Release Establishes New Guidance on Disclosure of Climate Change Matters
Alert Memo NEW YORK & WASHINGTON, DC FEBRUARY 4, 2010 SEC Interpretive Release Establishes New Guidance on Disclosure of Climate Change Matters On February 2, 2010, the Securities and Exchange Commission
More information