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Publications

  • 1-31 of 31
  • 08/11/2021
    The SEC, the PRC and Regulations Affecting Capital Markets    By Michael A. Cohen, CPA, CGMA, Partner

    In July 2021, the People’s Republic of China (“PRC”) announced the extension of recently introduced guidance impacting foreign companies operating in China. Ostensibly enacted to enforce stricter cybersecurity measures, the PRC’s expanded guidance now affects all companies engaging in capital raising activities outside of the Chinese market. Now, companies based...

  • 04/29/2021
    Accounting Treatment for Warrants Issued by SPACs    By Joy Pan, CPA, Partner

    On Thursday, April 12th, the Securities and Exchange Commission (“SEC”) published Staff Statement on Accounting and Reporting Considerations for Warrants Issued by Special Purpose Acquisition Companies (“SPACs”) and stated its views related to the accounting treatment of the private and public warrants in a SPAC. Based on the SEC staff statement,...

  • 02/17/2021
    Meeting The SEC Cybersecurity Disclosure Requirement Through Risk Management and NIST    By William Mendez, CISSP, Managing Director of Operations | CyZen

    In today’s digital world there is hardly an organization that does not depend on data or technology for its continued success. This dependency makes cybersecurity more important today than ever before. For this reason, a successful cybersecurity program rooted in risk management is a key element for public companies that...

  • 11/30/2020
    What Public Companies Need to Know About CAMs    By Amber Czulada, Audit Manager and Brian Kearns, CPA, Partner

    Three years after the Public Company Accounting Oversight Board’s (PCAOB) new auditing standard on the auditor’s reporting model became effective for large accelerated filers on December 15, 2017, auditors are now preparing to communicate critical audit matters (“CAMs”) for non-large accelerated filers. Communication of CAMs for audits of non-large accelerated...

  • 07/20/2020
    SEC Staff Provides Guidance on COVID-19-Related Disclosures    By Willem van der Berg, CPA, Partner

    While you are busy working on your filings, remember that the Securities and Exchange Commission (SEC) staff provided new guidance on COVID-19-related disclosures for companies like yours to consider. In June 2020, the staff in the Division of Corporation Finance (Corp Fin) of the SEC released “CF Disclosure Guidance Topic: COVID-19...

  • 02/21/2020
    Which Four Issues Frequently Trigger SEC Comment Letters?    By Johnathan Culbreath, CPA, Senior and Michael Cohen, CPA, CGMA, Partner

    SEC Filing Review Process / Background The SEC Division of Corporation Finance selectively reviews public filings by SEC registrants to monitor and evaluate compliance with applicable disclosure and accounting requirements. Each reporting entity is reviewed, in some respect, at least once every three years. SEC reviews focus on critical disclosures...

  • 11/13/2019
    Recently Issued Accounting Standards: Staying Current and Ensuring Accurate Disclosures

    As year-end approaches, calendar-year public companies are gearing up to prepare annual financial statements that will be included in their Form 10-K filings. Keeping up to date with the current reporting standards is essential for all filers. While some standards are widely covered because they have onerous requirements and apply to...

  • 09/10/2019
    How New Standards Will Affect Your Company's Future Audit Reports    By Thomas Cantwell, CPA, Senior Audit Manager

    There are significant changes coming to the audit reports of most public business entities. The new auditor reporting standard adopted by the Public Company Accounting Oversight Board (“PCAOB”) in June 2017 will make the auditor's report more useful to users of financial statements by requiring additional disclosures about the audit....

  • 05/29/2019
    U.S. Issues Regulations on Base Erosion and Anti-Abuse Tax    By David Slemmer, Director of Transfer Pricing

    On December 13, 2018, the Internal Revenue Service (the “IRS”) and the Treasury Department issued proposed regulations (the “Proposed Regulations”) on the Base Erosion and Anti-Abuse Tax (“BEAT”) under section 59A of the Internal Revenue Code. BEAT is a new minimum tax imposed on large corporations that make deductible payments...

  • 03/05/2019
    Examining the New Guidance on Accounting for Nonemployee Compensation    By Shaji Varghese, CPA, Partner

    How will the Financial Accounting Standards Board’s (FASB) new guidance, Accounting Standards Update (ASU) 2018-07, impact share-based payments to nonemployees? Your company will now benefit from a more cost effective and simplified approach to recognizing costs pertaining to nonemployee share-based compensation. This article will help you stay ahead of the curve...

  • 08/01/2017
    What You Need to Know - ASU 2017-11    By Christopher Smith, CPA, Partner

    The Financial Accounting Standards Board (“FASB”) recently announced an important Accounting Standards Update that affects all entities that issue equity-linked financial instruments with “down round” features. The Update simplifies the accounting for financial instruments with these features. What is a Down Round? A “down round” is a financing in which a company...

  • 04/18/2017
    What Is Considered a “Business”— and Why Does it Matter?    By Christopher Smith, CPA, Partner

    The change to the Financial Accounting Standards Board’s (FASB) definition of a business, made earlier this year in an Accounting Standards Update (ASU),* will likely lead to more acquisitions being accounted for as asset acquisitions rather than business combinations. This is significant, since the definition of a business affects many...

  • 01/04/2017
    Going Concern Assessments – Implementation Requirements are Rapidly Approaching    By Robert Graham, CPA, Partner 

    Should you be concerned with your “Going Concern” assessment? As a new accounting standards update takes effect, now is the time to ask that question. Background: U.S. auditing standards and federal securities law require an auditor to consider the possible financial statement effects of a company’s ability to continue as a going...

  • 10/03/2016
    New Lease Standard - Guidelines for Implementation    By Justin Van Fleet, CPA, Partner

    The Financial Accounting Standards Board’s (FASB) much anticipated standard on lease accounting (Leases – ASC 842) was finally issued on February 25, 2016. It’s now time to prepare to implement the new rules, which will take effect for public companies for fiscal years beginning after December 15, 2018. Although it...

  • 02/23/2016
    That’s Material?    By Michele B. Amato, CPA

    This year may see a new definition for an old concept: Materiality. The parameters around what constitutes a material disclosure in financial statements will be impacted, and some onlookers say the new meaning will give more discretion to companies, which may lead to less information being provided. It was 1976 when...

  • 02/23/2016
    Upcoming Changes to Licensing Revenue Recognition    By Robert Graham and Brian Kearns

    Standards for revenue recognition, historically, have varied among industries. The FASB has undertaken the enormous task of simplifying the standards so all industries can follow the same guidance. Friedman LLP’s Robert Graham and Brian Kearns take a look at what the recent standards update will mean for businesses and how...

  • 10/07/2015
    Directors and Officers in the Firing Line

    The Yates Memo: Individual Accountability for Corporate Wrongdoing

  • 08/04/2015
    Companies Flocking to OTC Markets Group, Bulletin Board Falling Behind    By Neil Levine

    Companies involved in over-the-counter (“OTC”) exchange trading face a choice – which exchange do I pick? If your company is not trading on a major exchange like NASDAQ or NYSE, there are a few options at play in OTC trading, with some more popular than others.

  • 08/03/2015
    7 Ways to Reduce the Cost of a Data Breach    By Kevin M. Hyams, CPA, FCA, CFE

    Experiencing the loss or theft of protected personal data and then having to notify breach victims in the manner prescribed by law can be a costly and stressful experience for any organization. Fortunately, there are steps that can be taken to reduce the cost and contribute to the mitigation of the risks resulting from this type of cyber-attack.

  • 08/03/2015
    4 Big Questions and Answers on Accounting Standards Update 2015-03     By Michael Cohen

    In April 2015, the Financial Accounting Standards Board issued Accounting Standards Update 2015-03 for the stated purpose of simplifying the presentation of debt issuance costs. Updates to standards often bring about questions – how will this impact my business? How quickly can I get up-to-date?

  • 10/01/2014
    The Devil's in the Details

    Public companies are increasingly using social media outlets, such as Facebook, LinkedIn and Twitter, to make important announcements. But these relatively new communication channels raise questions about compliance with Regulation FD, the SEC's "fair disclosure" regulation.

  • 08/04/2014
    It's Finally Here: The New Revenue Recognition Standard     By Justin Van Fleet

    On May 28, 2014, the Financial Accounting Standards Board ("FASB") issued its standard on revenue recognition, No. 2014-09, "Revenue from Contracts with Customers". The new standard will ultimately affect all industries, some more significantly than others, by establishing a single comprehensive model that will eventually exist in the FASB's Accounting Standard Codification Topic 606. The standard, among other things, is expected to remove inconsistencies in current revenue requirements, improve comparability across entities and industries and provide more useful information to users of financial statements.

  • 05/05/2014
    SEC Impact: Development Stage Entities    By Sviatlana Tsiaptseyeva, Michele Amato

    The Financial Accounting Standards Board (FASB) is drafting an Accounting Standards Update (ASU) which would eliminate the concept of a development stage entity along with the special disclosures required for such entities under accounting principles generally accepted in the United States of America (U.S. GAAP). The final ASU is expected to be voted on by written ballot later this year.

  • 03/24/2014
    Maintaining Effective Internal Control over Financial Reporting- It's the Law!    By Keivn Hyams

    Since the enactment of the Foreign Corrupt Practices Act in 1977, federal laws have required public companies to maintain sufficient "internal accounting controls." The Sarbanes-Oxley Act of 2002 (the "Act") further requires company management to annually assess and report on the effectiveness of internal control over financial reporting ("ICFR"). For larger registrants, the Act also requires independent auditors to attest to management's assessment of the effectiveness of the company's internal control.

  • 01/21/2014
    2013 AICPA National Conference on Current SEC and PCAOB Developments    By Neil Ehrenkrantz

    The Center for Audit Quality (CAQ) kicked off the 2013 AICPA National Conference by indicating public company audits are stronger and the severity of restatements is trending downward.

  • 12/02/2013
    The New Internal Control Framework    By Michael Cohen

    The Committee of Sponsoring Organizations (COSO) is a joint initiative of five private sector organizations that is dedicated to improving organizational governance...

  • 11/04/2013
    Why Continuing Attacks On In Pari Delicto Will Fail    By Andrew Morris

    Litigation in the wake of corporate frauds is keeping the in pari delicto defense in the news - and its critics apoplectic.

  • 10/08/2013
    Going Concern Presumption    By Bruce Fisher

    Under accounting principles generally accepted in the United States of America (U.S. GAAP), financial statements are prepared under the presumption that the reporting entity will be able to continue as a going concern.

  • 09/04/2013
    SEC's Conflict Mineral Rule: The Time to Act is NOW    By Kevin Hyams

    Section 1502 of the Dodd-Frank Act (the "Act"), passed by Congress in 2010, directed the SEC to issue rules requiring certain companies to disclose their use of so called "conflict minerals"...

  • 08/05/2013
    Mandatory Audit Firm Rotation May Soon Be Prohibited    By Robert Graham

    With the amount of reliance that investors place upon the audited financial statements of publicly held companies, it is no surprise that regulators...

  • 07/01/2013
    SEC Impact: A History of The Foreign Corrupt Practices Act (FCPA)    By Neil Ehrenkrantz

    This article was originally published in the July 2013 issue of SEC Impact

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