Corporate Accountability Report Index-Summary

IAASB

See INTERNATIONAL AUDITING AND ASSURANCE STANDARDS BOARD (IAASB)

IASB

See INTERNATIONAL ACCOUNTING STANDARDS BOARD (IASB)

IFRS

See INTERNATIONAL FINANCIAL REPORTING STANDARDS (IFRS)

ILLINOIS

– In pari delicto bars Parmalat fraud claim against Bank of America, Grant Thornton (S.D.N.Y.), 1181
– Whistleblowers under SOX, state law saying in-house counsel could not pursue retaliatory discharge claim does not apply (9th Cir.), 1059

INDEMNIFICATION

– Attorneys' fees

– – Advancement still very popular after Schoon to attract directors, 631
– – Breach of merger contract, claim reinstated (Del.), 381
– – Del. corporation law cases, 2009 third quarter review, 1087
– – Del. House passes director indemnification proposals, 340; passes Senate, 464
– – Director elections, dismissed co-defendants are not required to indemnify defendant whose own claim failed (D.D.C.), 613
– – Extinguishing claim for indemnification against HealthSouth, order affirmed (11th Cir.), 794
– – Internal investigation did not entitle trustee to advancement (Md.), 414
– – Partnership agreement requires advancement by Heartland Industrial Partners, indemnification claim pending (Del. Ch.), 976
– – Past fee order fails under preliminary injunction's irreparable harm requirement, but future fee advancement upheld (10th Cir.), 169

– Director and officer liability insurance does not cover wrongful conduct when only corporation named as defendant (1st Cir.), 1232

INDIANA

– Derivative litigation of stock option backdating, standing fails after Biomet merger (Ind. Ct. App.), 265

INITIAL PUBLIC OFFERINGS (IPOs)

– Disclosures of risk adequate, “bespeaks caution” doctrine requires dismissal of MF Global suit (S.D.N.Y.), 947

INJUNCTIONS

– Adelphia, injunction preventing former official from receiving anything of value from Rigas family vacated (2nd Cir.), 259
– Deal protection measures in merger, claim Data Domain director breached fiduciary duty, injunction hearing set (Del. Ch.), 856
– Past attorney fee indemnification order fails under preliminary injunction's irreparable harm requirement, but future fee advancement upheld (10th Cir.), 169
– Preliminary injunction to stop Goldman Sachs proxy statement denied, appeal moot after proxy released (2nd Cir.), 292
– Reverse stock split, appraisal required by law adequately protects minority shareholder (Fla. Dist. Ct. App.), 612

INSIDER TRADING

– Production motion dismissed as court urges parties to review privilege and relevance (S.D. Ohio), 437
– Qwest Communications Intl., calculation of gain resulting from offenses and sentence for former CEO was incorrect (10th Cir.), 1004; DOJ won't appeal, 1034
– SEC

– – Internal rules may have been violated by 3 employees, says IG report, makes recommendations, 633; Grassley (R-Iowa) says Schapiro didn't respond to letter on issue, 770
– – Number of cases increasing, internet makes detection easier, 572

– Short-swing profit restrictions, SEC had authority to exempt certain transactions (U.S., rev den), 792
– Stop Trading on Congressional Knowledge Act

See LEGISLATION, FEDERAL, HR 682

INSURANCE

– Aetna, underpricing to gain market share, statements about pricing practices immaterial or forward-looking (E.D. Pa.), 796
– AIG

– – Bonuses outrage Obama, others, but CEO says they must be paid, 341; hearings on bonuses may influence reform, 342; IG Barofsky investigating, 405; Barofsky says Treasury at fault for failure to explore bonus and retention payments, 1228
– – Confidential report on fraud charges, House committee seeks production, 536
– – Conn. AG issues subpoena for bonus information, will ensure compliance with state law, 377
– – FCPA, plaintiff reported alleged violations, dismissal against AIG subsidiary proper when not timely filed after OSHA dismissal (S.D.N.Y.), 1262
– – Fiduciary duty derivative claim against former directors may proceed (Del. Ch.), 261
– – Improper accounting transactions, former executives agree to fines, disgorgement (S.D.N.Y.), 1006
– – In pari delicto doctrine bars AIG suit against co-conspirators (Del. Ch.), 822
– – Loss reserves inflation

– – – False inflation, former AIG VP sentenced (D. Conn.), 142
– – – Former VP for General Reinsurance sentenced to probation (D. Conn.), 1131
– – – Fraud case, General Reinsurance settles (S.D.N.Y.), 352

– – Reconstituted board will select new CEO and chairman with trustees as advisors, 666

– Director and officer liability insurance

– – European companies increase coverage after seeing U.S. shareholder suits, 890
– – Wrongful conduct not covered when only corporation named as defendant (1st Cir.), 1232

– FASB response to crisis too slow to help, says trade groups, 329
– Mortgage insurer PMI Group, investors can shore up scienter allegations (N.D. Cal.), 924
– Valuation of contracts, FASB favors fulfillment value, but IASB leans towards exit value, 296

INTERNAL CONTROLS

– Audits could not have averted crisis, but more are attuned to risks in new economy, 391
– Foreign Corrupt Practices Act

– – Books and records, internal controls, SEC official urges companies to avoid violations, 502
– – Compliance increasing, 133

– Fraud detection, KPMG survey says one-third of respondents expect failure, 1107
– Guidance, study on fraud deterrence, risk management importance, coming from COSO, Focus, 1015
– Ingram Micro settles internal controls, books and records violations in McAfee scheme (SEC), 641
– Monitoring guidance released by COSO, 167
– PCAOB AS No. 5

– – Application, report assesses implementation, 1184
– – Audits at small companies, staff guidance issued, 145

– Pension accounting estimates, GM misstatement case settles (D.D.C.), 141
– SEC

– – Deficiencies could cause financial statement errors, 436
– – Information security deficiencies, some corrected but GAO finds more, 351
– – Integrated systems and procedure to record transaction-fee revenue lacking, creating errors, GAO report says, 411

– Small companies, SEC filings lacking internal controls review considered materially deficient, 38
– SOX Section 404

– – Application date

See LEGISLATION, FEDERAL, HR 3817

– – Cost-benefit survey deadline extended, 110
– – Importance critical, says Schapiro, 124
– – Small public companies to start meeting audit attest requirements June 2010, 1210; CII says delay not needed, will hurt smaller, riskier public companies, 1266

– Tax and finance functions must integrate, says PricewaterhouseCoopers, 776
– Top-down, risk-based audit approach promoted by CAQ, 208

INTERNATIONAL ACCOUNTING STANDARDS BOARD (IASB)

– Consolidations, derecognition, joint work plan with FASB agreed, 393; will hold joint roundtable, 515; alternative approach has equal chance of adoption, 715; consolidations issues discussed at roundtable, 716
– Convergence with FASB standards

– – Companies could not handle changes if 2011 deadline met, says FASAC, 1268
– – Delayed by financial crisis, 1134; income reporting aspects getting closer, 1136; convergence secondary after dealing with crisis, 1163; financial instruments are sticking point, but improving reporting is point of effort, says Herz, 1211

– Discontinued operations, IFRS 5 considered, 1294
– Distressed financial assets, members concerned about FASB guidance, 360
– EU funding for standards groups approved, 617
– Fair value

See FAIR VALUE

– Financial Crisis Advisory Group

– – Members named, 16
– – Report with recommendations coming, 930; financial reporting improvements, independence, pushed in report, 950

– Financial instrument accounting projects launched, 17; proposal may come as early as 2009 year-end, 425; political restraint urged by FCAG in letter to G-20, 553; FASB investor subcommittee urges post-mortem to identify information that would help investors, 745; deadline coming, 4 models considered, 773; FASB combines fair value and cost-based reporting, 928; American Bankers Ass'n says proposed models will not increase transparency, 1011; classification differences with FASB slow progress, 1135
– IAS 39, EC threat to carve out sections shows need for global rules, 268
– IFRS

See INTERNATIONAL FINANCIAL REPORTING STANDARDS (IFRS)

– Impairments, crisis shows standards not working, 587
– Independence necessary for standard setters, Special Report, 186
– Insurance contracts, exit value favored, but FASB leans towards fulfillment value, 296
– Interview, FASB Chair Herz on international standards, 56
– Lease accounting issues, joint project with FASB, 110
– Management commentary in financial reports, proposals issued for comment, 832
– Off-balance sheet factors blamed for crisis, FCAG wants to simplify financial instrument accounting, 326
– Other comprehensive income, exposure drafts on amendments to issue, 1295
– Provisioning by banks, reporting of, working group with FASB proposed, 331
– Revenue recognition, proposed contract-based model discussion paper issued with FASB, 17; gets positive comments by panelists , 424; issues such as contingencies discussed, 447; support drops as revenue complexity grows, survey says, 714; performance obligation should determine what to record, says FASB, 775; outreach planned to avoid problems with exposure draft, 951
– Standards, changes coming in 2009, Outlook, 78

INTERNATIONAL AUDITING AND ASSURANCE STANDARDS BOARD (IAASB)

– “Clarity project,” revising and distinguishing requirements and guidance, completed, 295
– Fair value auditing of complex financial instruments paper, IAASB seeks comments, 1270

INTERNATIONAL DEVELOPMENTS

– Auditing standards, IAASB completes “clarity project,” revising and distinguishing requirements and guidance, 295
– Auditor's vicarious liability for subsidiary's errors in overlooking fraud possible, summary judgment denied (S.D.N.Y.), 182; ruling causes international audit firms to reconsider risk, 270; reconsideration denied, 270; court refuses to certify interlocutory appeal on vicarious liability issue, 323
– Cash flow statements, better information would help investors, says UK Financial Reporting Council, 897
– Class actions, number of filings drops, but financial and foreign defendants are targets, 975; SEC filings on pace to match 2008, but more foreign defendants, 997
– Confidential information sharing

See LEGISLATION, FEDERAL, HR 3346

– European Union

See EUROPEAN UNION (EU)

– Executive compensation

– – Aligning compensation goals with firm goals important, report says, 1256
– – Disclosure and deferred bonuses urged in U.K. report, 921
– – Financial services industry addressing reform to discourage risk, 410
– – U.K. issues new voluntary code on bonuses, 1029

– Foreign audit firm inspections

– – Broker-dealers are on SEC radar, 582
– – Deadline extended by a year, SEC seeks comments, 548; SEC approves rule delaying onset, 745; PCAOB vote extends time to inspect, 798; delay pragmatic, not sign of internal problems, Special Report, 869

– Foreign Corrupt Practices Act

– – Increased prosecutions and better global cooperation expected in 2009., 312
– – Internal controls, books and records, SEC official urges companies to avoid violations, 502
– – Investigations and enforcement increasing, 133
– – Number of actions and size of penalties rise, Analysis and Perspective, 619
– – Violations resulting in settlement, presuit demand futility not shown (S.D. Tex.), 735
– – Whistleblower, plaintiff reported alleged violations, dismissal against AIG subsidiary proper when not timely filed after OSHA dismissal (S.D.N.Y.), 1262

– IFRS

See INTERNATIONAL FINANCIAL REPORTING STANDARDS (IFRS)

– Internal investigations outside U.S., Nicholas shows need for Upjohn warnings, outside counsel, and compliance programs, Special Report, 683
– Japan's FSA debating rule encouraging institutional investors to disclose voting, 635
– Jurisdiction in “foreign-cubed” securities fraud case, Solicitor General invited to comment (U.S., rev sought), 698
– Liability insurance for directors and officers, European companies increase coverage after seeing U.S. shareholder suits, 890
– Procedural obstacles to SEC enforcement of cases with international issues easing, 313
– Royal Dutch Shell to pay foundation on behalf of investors in fraud claim, 708
– Standing, British Virgin Island's permission to sue provision enforced under internal affairs doctrine in derivative case (Cal. Ct. App.), 742
– Tax code section 457A, Treasury provides more guidance, 309

INTERNATIONAL FINANCIAL REPORTING STANDARDS (IFRS)

– Accounting professionals lack enough knowledge about standards, 644
– Advisory committee, FAF-FASB wants SEC to form, 328
– Application variations across regions or nations are concern, 981
– Conversion

– – Change is too fast, quality lost, says EFRAG, 930
– – Clear timetable, change at one time rather than piecemeal, will help companies handle, FASAC says, 1268
– – Comments

– – – Concerns are numerous, support is weak, Special Report, 588
– – – Low number disappoints SEC, 583

– – Comm'r Aguilar sees slowdown on decision, 710
– – Companies should decide on transition, says AEI, 585
– – Congressional involvement crucial, says FASB advisory council, 865
– – Delaying adoption should be avoided, says IASB, FASB, 709
– – Economic crisis leads to criticism, constitutional issues of nonpublic companies noted, Special Report, 457
– – EU legislation requires reports on adoption, 617
– – FASB role, international issues discussed, 426
– – Financial crisis may have put IFRS on back burner, 584
– – Financial crisis raises doubts, Special Report, 186
– – G-20 calls for completion by June 2011, backing off on financial instrument accounting work, 1186
– – GAAP problems can't be fixed, IFRS is answer, says PricewaterhouseCoopers, 866
– – Global message should be firm plan to adopt, panelists say, 643
– – Interview with SEC chief accountant Kroeker on roadmap, convergence, independence of standards setters, fair value, 1241
– – Lawsuit disclosure, IASB won't address U.S. concerns before adoption, 800
– – Likelihood, Comm'r Olinger won't comment, 393
– – Political pressures threaten, says FCAG, 676
– – Questions raised by commenters and FASB committee, 179
– – Readiness survey shows educating financial and accounting staff not improving, AICPA says, 1270
– – Schapiro questions, 124; panel discusses, 240; favors single accounting standard only if maintaining high quality, 799; SEC committed, but timeline uncertain, 1133; SEC to move forward on road map in fall, says Schapiro, 1163; executives support but want clear action, Deloitte survey says, 1236; convergence still goal, but dark pools need to be addressed, says Schapiro, 1236
– – Short-term fixes, IASB warns that pressure could derail plan, 514
– – Strategy should change from convergence to improvements, says Federation of European Accountants, 930
– – Tax authority readiness key factor, says TEI, 512
– – Transparency and uniformity would increase, 211
– – Uncertainty of U.S. adoption leads to resentment, 982
– – U.S. competitiveness, surveys differ on how switch might affect, 269

– Discontinued operations, IFRS 5 considered by IASB and FASB, 1294
– GAAP metrics, depth, consistency comparison, 864
– Intercompany transactions, income tax accounting under GAAP and IFRS, disclosure requirements, Viewpoint, 778
– PCAOB standards should be framework-neutral, interview with Baumann, 837
– Privatization, revaluation basis as deemed cost allowed under amendment, 931
– Stock-based compensation, systems changes would be required, 210
– Taxation, outside basis differences, IASB proposes recognition with one exception, Analysis and Perspective, 873
– Universal auditing standards, PCAOB board members disagree on feasibility, 75

INTERNET

– Amazon.com anti-dilution protections not breached, suit dismissed (Del. Ch.), 857
– Insider trading, SEC cases increasing, internet makes detection easier, 572
– Regulation FD, anonymous postings raise issues, Analysis and Perspective, 483
– Yahoo! inflation of revenue by statements and relaxed click fraud standards, specifics not pled, scienter not shown (N.D. Cal.), 829

IPOs

See INITIAL PUBLIC OFFERINGS (IPOs)