“To the surprise of shareholder advocates, the Securities and Exchange Commission voted unanimously yesterday for far greater disclosure of corporate stock option plans,” writes Stephanie Strom in today’s New York Times.
“Advocates of better corporate governance have long complained that the true impact of options on profitability and shareholder value has been obscured in financial reports. Many big companies have opposed additional disclosure but may have softened recently out of fear they might be forced to take harsher steps, like accounting for options as an expense.”
“Under the new rule, companies will have to disclose stock option plans that have not been approved by shareholders and, in many cases, are not accounted for on corporate proxy statements. They are already supposed to disclose approved plans.”
” ‘The change is a good one for investors and will hopefully shed some sunlight on company activities regarding nonapproved plans,’ said Ann Yerger, director of the Council of Institutional Investors.”
“The move may also signal a charm offensive by Harvey L. Pitt, the new S.E.C. chairman. Many shareholders and their representatives have been wary of Mr. Pitt, a lawyer who once represented many of the companies he is now charged with policing.”
“Increasing disclosure on options was one goal of the former S.E.C. chairman, Arthur Levitt, but many shareholder advocates had all but given up hope that his successor would push the cause.”
“A longtime shareholder advocate called in recently for a tête-à-tête with Mr. Pitt said it was the first time an S.E.C. chairman had sought such a meeting in 15 years. ‘I was given a very reassuring impression from that meeting,’ the advocate said, ‘that he was committed to looking at the range of issues shareholders care about.’ “
“Few people outside the world of compensation consultants, regulatory officials and corporate governance experts are aware of nondisclosed option plans. But according to a survey of 160 companies by iQuantic Inc., a research firm, 30 percent had nonshareholder-approved plans, up from 5 percent five years ago.”
SEC widens rule covering stock options
Companies must disclose plans not approved by shareholders
- By: IE Staff
- December 20, 2001 December 20, 2001
- 09:10