USA: the audit - rethinking its relevance, credibility and transparency

Yesterday, at the SEC and Financial Reporting Institute 30th Annual Conference, the chairman of the Public Company Accounting Oversight Board (James R. Doty) delivered a speech titled Rethinking the Relevance, Credibility and Transparency of Audits: see here. Mr Doty explained that the PCAOB would, this month, be publishing a concept release concerning the auditor's reporting model. He also referred to the work of the PCAOB with regard to audit inspections and the failures identified. Against this background he stated that it was necessary for the PCAOB to consider audit firm tenure and whether there should be a limit on the length of the auditor's engagement. The issues here, and concerning the mindset required of auditors, are to be the subject of a further concept release.

Singapore: proposed changes to Listing Rules

The Singapore Exchange is seeking views on proposed changes to its Listing Rules which would require primary-listed issuers to hold their annual general meetings in Singapore, have poll voting for all resolutions and improve disclosure of the results of voting at general meetings. The consultation paper is available here (pdf) and an overview of the proposed changes is available here.

Ireland: company law reform - Companies Bill, Parts 1 to 15 published

The Department of Jobs, Enterprise and Innovation has published Parts 1 to 15 of the draft Companies Bill: see here. These apply to private companies limited by shares. Part 4, titled Corporate Governance is available here (pdf) and Part 5, titled Duties of Directors and Other Officers, is available here (pdf). For background information see here.

UK: England and Wales: costs and unfair prejudice petitions

The High Court gave judgment yesterday in Re Southern Counties Fresh Foods Ltd. [2011] EWHC 1370 (Ch). The court was required to consider which party should bear the costs in the context of a petition under Section 994 of the Companies Act (2006) (the unfair prejudice remedy). The decision contains a useful overview of the relevant principles, the trial judge noting that whilst there are no special principles applicable to unfair prejudice petitions there may well be facts commonly present and not found in other types of litigation.

Europe: Council of the EU - SPE and reporting requirements

The Council of European Union met earlier this week: see here (pdf) for an overview of discussion and the decisions reached. A compromise text regarding the creation of a new corporate form - the European Private Company (Societas Privata Europaea) - was discussed but unanimity of agreement was not secured. Agreement was, however, reached with regard to legislation allowing member states to exempt very small enterprises (known as "micro-entities") from accounting and financial reporting obligations.