The Reform Act's 'safe harbor' provision has resulted in dismissals of cases when forward-looking statements were identified as such and risks were disclosed
Article Abstract:
The Private Securities Litigation Reform Act of 1995 includes a "safe harbor" for forward-looking statements by or about an issuer, which protects such statements, under certain circumstances, from claims by private parties under the federal securities laws charging misstatements or omissions. This safe harbor does not apply to certain transactions, such as tender-offers, or to forward-looking statements in a financial statement prepared according to "generally accepted accounting principles." Plaintiffs have tried to evade the safe harbor by claiming that what appear to be forward-looking statements are not such.
Publication Name: The National Law Journal
Subject: Law
ISSN: 0162-7325
Year: 1998
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It's annual report time again. But this year, public companies that neglect their 10-K discussion and analysis of financial condition may find themselves liable
Article Abstract:
The content of the core section of corporate annual reports is prescribed by Item 303 of SEC Regulation S-K and is management's analysis of a corporation's financial condition and results of operations. The SEC would like the report to be a meaningful explanation of business finances such as might be given to the corporate directors. Two 1995 SEC cases, In the Matter of Gibson Greetings, Inc. and In the Matter of Boston Corp. show agency concern for full disclosure of the potential impact of known trends.
Publication Name: The National Law Journal
Subject: Law
ISSN: 0162-7325
Year: 1996
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SEC wants more details on Year 2000; new release specifies what the agency deems material
Article Abstract:
An SEC release which took effect on Aug 5, 1998, detailed the Year 2000 computer transition plans which must be followed by public companies. The SEC's Aug 5 release is much more exacting than its last pronouncement on the topic. The agency is essentially requiring that Y2K dislocusre is necessary if the assessment is not complete or if the consequences of the Y2K issues would affect the company's business materially, and most companies meet one of these two requirements.
Publication Name: The National Law Journal
Subject: Law
ISSN: 0162-7325
Year: 1998
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