April/May 2012

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Restricted stock vs. RSUs: The critical difference

At one time, stock options were the incentive of choice for public companies. Options remain an effective way to motivate and retain executives, but during the last several years other tools — including restricted stock and restricted stock units (RSUs) — have gained in popularity. This article describes the different tax advantages that each tool offers and the particular administrative advantages of RSUs. A sidebar notes that RSUs enable companies and employees to defer taxes by delaying delivery of shares after the RSUs vest — providing the deferral is timely.
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Approaching due diligence with a scalpel

In a carve-out, a company sells a subsidiary, division, facility, product line or other portion of its business. These transactions appeal to buyers seeking valuable businesses at bargain prices, as well as to sellers looking to shed noncore business units. But to be successful they require intense due diligence. This article examines the special considerations involved, from financial information to human resources to technology and intellectual property issues.
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Better safe than sorry

The SEC’s Division of Corporation Finance recently issued guidance on the obligations of public companies to disclose cybersecurity risks and “cyber incidents.” This article discusses several disclosure obligations — including risk factors, financial statement disclosures and disclosure controls and procedures — that may require a discussion of cybersecurity in SEC filings.
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Recent accounting developments affecting public companies

Keeping up with changing accounting standards is critical to every public company’s well-being. This article summarizes two recent developments: 1) the SEC’s “condorsement” (convergence and endorsement) alternative to requiring U.S. companies to adopt International Financial Reporting Standards (IFRS); and 2) recent FASB/IASB progress on developing uniform revenue recognition standards.
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