In an earlier column we raised several red flags to watch out for when researching publicly traded companies. Now let's turn our attention to a few things to be cautious about when reading broker and analyst reports, plus one thing to remember about company statements.
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This draft material consolidates and updates two earlier guides, and is published for comment until July 31, 2013. It sets out general principles for reporting supplementary financial measures, which it defines as those financial measures not specifically identified with a GAAP framework. This publication also sets out recommendations specifically directed at reporting Net Free Cash Flow and Earnings Before Interest, Taxes, Depreciation, and Amortization (EBITDA). The guidance should be useful wherever these measures are publicly reported including the financial statements, the Management's Discussion and Analysis (MD&A), the Annual Report, or press releases.
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The Securities Act requires the Commission to deliver to the Minister and publish in its Bulletin each year a statement of the Chairman setting out the proposed priorities of the Commission for its current fiscal year in connection with the administration of the Act, the regulations and rules, together with a summary of the reasons for the adoption of the priorities.
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It's been one year since the controversial Jumpstart Our Business Startups (JOBS) Act - aimed at boosting U.S. small-business growth by easing securities regulations - was passed with bipartisan support and signed into law.
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Earlier this week, the U.S. Securities and Exchange Commission released a report of its investigation regarding whether Netflix and its CEO, Reed Hastings, violated certain securities regulations prohibiting the selective disclosure of corporate information when Hastings posted a comment on his personal Facebook page regarding the achievement of a corporate milestone.
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After more than 18 months of lobbying about a matter that is so basic to the capital markets - equal access to corporate information at the same time - the Canadian Investor Relations Institute has achieved the result it set out to achieve.
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THE US Securities and Exchange Commission (SEC) has clarified that companies can use social media to meet their public disclosure obligations under Regulation FD if the channels they use meet certain standards and companies expressly inform investors about their disclosure practices.
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In December 2012, the Toronto Stock Exchange (TSX) and TSX Venture Exchange (TSXV) (collectively, the Exchanges) jointly released the Consultation Paper on Emerging Market Issuers (Consultation Paper), as part of their ongoing review of emerging market issuers (EM Issuers).
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Many may remember the Netflix matter. That stemmed from an inquiry the SEC's Division of Enforcement launched about a post that Netflix CEO Reed Hastings made on his personal Facebook page. The post stated that Netflix's monthly online viewing had exceeded one billion hours for the first time.
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Since the Supreme Court of Canada's 2008 decision in BCE, Canadian boards responding to a hostile bid have been faced with a conundrum. On the one hand, Canada's highest court has enshrined the idea that boards may consider all affected stakeholder interests, not just those of shareholders, in exercising their fiduciary duty to act in the best interests of the corporation. Theoretically, this might permit a board wide latitude in responding to a hostile suitor. On the other hand, in all but the rarest of cases, Canada's securities regulators have effectively limited the utility of shareholder rights plans (also referred to as 'poison pills'), which are the most common tool that boards wield to keep a hostile bidder at bay.
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