I had high expectations from my discussions with previous attendees. I am happy to say that the course met those lofty expectations. Clearly, this course is the gold standard for an introduction to SEC reporting.

Robert Carraway, Group Manager, External Reporting
The Procter & Gamble Company, Cincinnati, OH (June '08)

To register online, click the city below. To register by fax, click here. For hotel information, click here.

September 2-3 Chicago The Westin Chicago River North September 13-14 Boston Hyatt Harborside September 27-28 San Francisco The Fairmont San Francisco October 14-15 Washington, DC Renaissance Washington, DC Dupont Circle Hotel October 21-22 Anaheim Hyatt Regency Orange County October 28-29 Las Vegas Wynn Las Vegas November 15-16 San Diego Sè San Diego Hotel November 18-19 Chicago InterContinental Chicago November 22-23 Atlanta Omni Hotel at CNN Center December 2-3 Orlando Disney’s BoardWalk Inn Resort December 2-3 San Francisco The Fairmont San Francisco December 15-16 New York New York Marriott Marquis

“Instructor was great at focusing on areas which companies currently have trouble with.  Instructor was also able to engage participants.  This workshop was extremely helpful for 10-K and 10-Q reporting.” Dorothy Viray, Equity Accountant Liz Claiborne Inc., North Bergen, NJ (Dec '08) “Extremely timely and directly applicable to job duties.  Eye opening in many respects.  I'll definitely be able to review our filings much more critically as a result of this class.” Denise Yuan, Manager, Financial Reporting Northrop Grumman Corporation, Los Angeles, CA (Dec '08) “This course is a must for anyone pursuing SEC reporting.” Andrew Sargent, Senior Financial Analyst PSS World Medical, Inc., Jacksonville, FL (Nov '08) “Excellent delivery and excellent content. Made a difficult subject engaging.” Ricardo J. Nuñez, SVP, General Counsel & Corp. Secretary HD Supply, Inc., Atlanta, GA (Nov '08) “This is one of the best trainings I have been in during my fourteen year career!” Karen S. Guske, Manager, SEC Reporting Eastman Chemical Company, Kingsport, TN (Oct '08) “One of the best courses I have ever taken.” Kristoffer Kaiser, Sr. SEC Reporting Accountant Intuit Inc., San Diego, CA (Oct '08) “Outstanding.  This is just the kind of program I was looking for to provide the fundamentals” Karen K. Duke, Associate General Counsel A. O. Smith Corporation, Milwaukee, WI (Sep '08) “The SEC Institute workshops I've attended are by far the best classes I have experienced.” Caryn M. Moreau, Vice President, Finance Spartan Motors, Inc., Charlotte, MI (Sep '08) “The instructor knows his stuff and presents it in a way that keeps the audience engaged throughout the entire workshop.” Blake Lowry, Analyst ConocoPhillips, Houston, TX (Sep '08)

OLDIES, BUT GOLDIES:

“Great course, exactly as advertised. Got exactly what I wanted and now know how the different schedules/forms tie together and the purpose for each.” James R. Eldridge Vice President, Inve stor Relations Amazon.com, Inc., Seattle, WA (Jun '08) “Very interesting, the instructor made the boring material very colorful and vivid.  So many examples, and case analysis, it makes the class very interesting and useful.” Qi Han, Senior Accountant Symantec Corporation, Cupertino, CA (Jun '08) “The instructor did an incredible job!  His energy, humor and stories really enhanced my enjoyment and understanding of the topics.  Highly recommend!” Heather E. Nehls, Financial Reporting Manager Crocs, Inc., Niwot, CO (Jun '08) “Always first rate!” Larry H. King, Vice President Tropicana Casinos & Resorts, Crestview Hills, KY (Jan '08) “This course was excellent. Great job of making the material informative, relevant and stimulating.” Ashley C. Lester, Financial Reporting Analyst CarMax, Inc., Richmond, VA (Jan '08) “One of the best CPE courses I’ve attended.” Paul Chaney, Partner Charry, Bekaert & Holland, L.L.P., Raleigh, NC (Jan '08) “Great class!  Format was very informative and kept the class flowing well.  Good injection of humor.” Nancy A. Powell, Supervisor Ford Motor Company (Nov '07) “The instructor’s knowledge and style was perfect.  I finally understand why.  I would recommend this class to everyone who assists in SEC filings.  This class was well worth the time and money.” Richard D. Sieradzki, Assistant Vice President, Finance Synalloy Corporation (Nov '07) “This completely met my objectives.  I was hoping to gain a broad high level understanding of the major areas of SEC Reporting and the class delivered.” Mark J. Vendetti, Sr. Vice President, Corporate Finance XM Satellite Radio Inc. (Nov '07) “This was a fantastic starting point for me, without any SEC filing background, I gained confidence that if I don’t know an answer, I know where I can go to look.  I got much more out of this than what I was expecting.” Megan M. Dahle, Consultant Milo Belle Consultants, LLC (July '07) "This was a great hands on program. I got more out of this program than any other I have attended. I recommend anyone beginning SEC reporting to take this course first." William Skinner, Jr., Sr. VP & Controller Mercantile Bankshares Corporation (May '07) "Even though much of the discussion was geared toward CPAs, I learned more than I thought I would.  In addition, the ‘book’ is invaluable and will be in my pocket from now on." Dan Follis, Esq., Vice President Compuware Corporation (May '07) “The instructor did an excellent job, and the course was definitely set up in a way that it met the course objectives.” Tara J. Spackeen, Analyst The Boeing Company (May '07) “One of the best seminars I have attended.  The instructor is a very informative and engaging speaker.  The quality of information and the resources provided were excellent.” James A. Pagnusat, Vice President, Finance Macquarie Infrastructure Company (May '07) “Great class because of a great instructor—truly made a difference to add humor and stories to this type of class.  Would highly recommend to others.” Tami Vienna, VP, Corporate Accounting & Reporting Edwards Lifesciences Corporation (May '07) “Extremely informative, relevant and engaging.  I feel I have gained more from this class than any other I have attended.” Robert L. Cunningham, Accountant III Southern Company Services, Inc. (May '07) “I learned more in two days than I would in a semester of college.” Douglas Dowe, Supervisor Washington Gas Light Company (May '07) “Very thankful for this course.  This has been the most productive and informative CPE course I have taken.  Excellent teaching, very well organized and a nice personal touch.” Jeff Schmidt, Sr. Accountant, SEC & Financial Reporting MicroStrategy, Inc. (May '07)

Two days — 16 CPE credits

The best SEC course – perfect for beginners, or as a refresher for experienced SEC reporting professionals.

In this workshop you will interact with the instructor to:

• Master Forms 10-K, 10-Q, 8-K and the proxy statement

• Customize your workshop experience! Bring your SEC filings

• Use all the important sources of SEC reporting rules and guidance

• Write a risk free MD&A with ease

• Deal with the SEC staff and understand their “hot-buttons”

• Heads-up on current SEC developments, including XBRL and the proposed IFRS roadmap

Course Schedule

Day 1

8:30 - 9:00  –  Registration/Breakfast

9:00 - Noon  –  Overview of the SEC’s Requirements

• Welcome and program introduction

• The SEC Jeopardy Game

• The 1933 Act vs. the 1934 Act -- registration vs. periodic reporting

• 1934 Act filings: Forms 10-K, 10-Q, 8-K; who files; when, how and why

• Administrative requirements; special aspects of EDGAR (electronic) filings -- due dates; getting an extension; consequences of non-timely filing; amendments

• The SEC’s integrated disclosure system -- use of Regulations S‑K and S-X

• What pronouncements you must know; how the rules, regulations, forms, financial reporting releases, staff accounting and staff legal bulletins and C&DIs fit together

• Researching SEC problems; building your own SEC reference library

• Working with the SEC staff

Noon - 1:00  –  Networking Luncheon

1:00 - 3:30  –  Drafting Your Annual Report on Form 10-K

• Structuring Form 10-K -- relationship to the Annual Report to Shareholders and Proxy Statement

• Walk-through of the narrative sections of the 10-K, highlighting controversial and frequently missed items

• Key disclosure issues in -- risk factors, unresolved staff comments, describing your business, properties, involvement in litigation, environmental concerns, market performance and providing financial highlights

• Differences between the standard Form 10-K and the 10-K for the Smaller Reporting Companies

• Working with Regulation S-K

• Disclosure Controls

• CEO and CFO 302 and 906 Certifications

3:30 - 5:00  –  The Management’s Discussion and Analysis Section

• Dealing with the current economic environment

• The basics of the SEC’s principles-based rules

• Using plain-English

• How best to describe: Liquidity and capital resources, “known trends” and “known uncertainties” and year-to-year results of operations

• How to discuss results of operations by segment

• Voluntary vs. mandatory forward-looking information in the MD&A

• Financial Reporting Release 36 -- the SEC’s interpretations and guidance in applying the requirements

• The requirement to disclose critical accounting estimates

• The SEC’s latest MD&A Guidance -- FR 72

• Disclosing pro forma earnings and other alternative measures of performance -- Regulation G and S-K Item 10

• SAB 74: How should the effects of the FASB’s major new standards be disclosed?

• Who should contribute what -- organizing the MD&A drafting project

• Lessons learned from Enforcement actions

5:00 - 6:30  –  Welcome Reception

Day 2

8:00 - 8:30  –  Breakfast

8:30 - 10:00  –  MD&A, concluded, and The PSLRA

• “Meaningful cautionary language” under the 1995 Private Securities Litigation Reform Act -- how detailed should it be? How does it protect you?

10:00 - Noon  –  Financial Statement Requirements of Form 10‑K

• Working with Regulation S-X -- financial statement disclosures and schedules that exceed GAAP

• PCAOB vs. AICPA

• Rules on periods to be covered, consolidation, special entities and footnotes

• Unconsolidated subsidiaries and equity investees -- requirements for separate financial statements or summarized financial data

• Other financial statements that may be required

• Reduced financial statement disclosure requirements for Smaller Reporting Companies -- Article 8 of Regulation S-X

• The latest list of SEC “hot buttons” in financial reporting

• The transition to XBRL

• Update on SEC's IFRS Roadmap

Noon - 1:00  –  Networking Luncheon

1:00 - 2:00  –  Drafting Your Quarterly Report on Form 10-Q

• Everything you should know about the preparation and filing of the quarterly report

• Special financial statement considerations, condensing the statements, footnote requirements

• Differences between the standard Form 10-Q and the 10-Q for the Smaller Reporting Companies

• Tips for preparing the MD&A in Form 10-Q

• The required SAS 100 review

• Disclosure controls and changes in internal control

• CEO and CFO 302 and 906 Certifications

2:00 - 3:00  –  Current Reports on Form 8-K

• Walk-through of the various items

• The importance of timely disclosure of material corporate events; press releases vs. 8-K reporting

• Reporting the acquisition or disposition of material assets or businesses

• The need for audited and unaudited financial statements and pro forma information in connection with a business acquisition or disposition

• Reporting auditor changes -- pitfalls to avoid

3:00 - 4:00  –  Proxy Statements and Annual Reports to Shareholders

• Statutory requirements, the “proxy rules”

• Disclosures in the annual report to shareholders

• Preliminary and definitive proxy statements -- timing considerations

• Differences between the standard Proxy Statement and the Proxy Statement for the Smaller Reporting Companies

• Executive Compensation Disclosures

• Disclosures regarding directors and executive officers, security ownership, transactions with management, and delinquent filers of Forms 3, 4, and 5

• The new Proxy Disclosure Enhancements Rule

• Beware of “Forward Certification”

4:00 - 4:30  –  Staying Out of Trouble: Insider Trading and Liability Risks for Corporate Officers, Directors and Principal Shareholders

• Civil and criminal liability risks under the 1934 Act

• Insider trading rules and reporting under Section 16

• The short-swing trading restrictions under Section 16

NOTE: Current Activity at the SEC will be Discussed Throughout the Program

Learning Objective: To provide an understanding of the SEC filing requirements, and a securities law update.
Delivery Method: Group-Live
Prerequisites/Advance Preparation: None
Program Level: Overview.