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Responses to ACSPC Request for Public InputGeneral Impact of Sarbanes-Oxley ActQuestion 7. Does the current securities law disclosure system properly balance the interests of investors in having access to complete and accurate information for making investment decisions with the need for companies to protect information for competitive reasons? Please explain.The following answers have been received: 08/02/2005 13:57:44 No comment here. 08/02/2005 17:44:12 There are some requirements that put companies at a competitive disadvantage as they have to announce every material event with in a matter of days. In some cases waiting to quarterly reporting period is adequate time to release material information that would strike a happy medium between an investors right know and allowing a company to be on level playing field with private companies 08/02/2005 23:36:32 Yes 08/03/2005 01:39:17 No. The apparent dream that investing can be made a task that a teenager can do while watching MTV, is nonesense. It is not possible to legislate morality. Investors must learn to use professionals or to study companies closely. For example, any investor who thinks they can invest in a public company where the CEO and/or CFO make millions a year in base pay, and still have a company where these officers care appropriately for shareholders, is simply dreaming. However, true investment analysis is a complex task, and efforts to legislate these kinds of controls are terribly innappropriate. 08/03/2005 07:01:34 not if a large number of companies opt-out of the syatem and choose to withdraw from registration..make it easier to report, not harder, streamline 08/03/2005 08:55:04 Yes, it is important to disclose this information to the public. 08/03/2005 10:40:26 No response 08/03/2005 11:03:25 Not for smaller companies. Sox costs as a percentage of small company expenses is far larger, and shareholders typically do not actively trade. Very little attention is paid to financial statements as it is. 08/03/2005 12:17:58 no. transparency does not exist in small markets, as sec and dtcc hide everything. will not tell what they are doing in conjunction to allowing hedge funds, market makers to borrow unlimited shares and not pay for them. shaes that do not exist. what they do is increase the authorized shares without the company's knowledge. 08/03/2005 13:55:42 Investors get little or no info from the sec. Companies cannot even get info from the sec. 08/03/2005 15:01:40 Yes, there is a proper balance. 08/03/2005 15:22:49 Absent of SOX, within the financial services industry current accounting laws, security laws, regulatory examinations, internal audits, external audits, loan review, etc. all provided for full disclosure to our present and future shareholders accurate information for their investment decisions. Again, this may not hold true for other sectors than financial. This also may not hold true for the super large financial companies, but for the smaller market cap companies, SOX is "over-kill" 08/03/2005 18:01:35 Please look into item no 29 08/03/2005 18:30:29 no, see cmkx 08/03/2005 19:54:33 I have no comment on this matter, except to say (albeit hearsay)the company president mentioned he would provide more information to the shareholders if he were not prohibited from doing so by certain officials from the SEC. This sounds like the SEC is inhibiting information rather than enhancing the information transfer process. 08/03/2005 19:55:50 SEE ANSWER TO ITEM #5 ABOVE!!!! 08/04/2005 09:17:19 Again, I believe it does because investors should have more confidence because there are more requirements involved in the disclosure process. 08/04/2005 09:37:56 Investors rarely look beyond news releases and stock price when making an investment decision. 08/04/2005 09:39:15 No comment 08/04/2005 10:40:16 Not sure 08/04/2005 12:09:05 Depends on whose perspective you take. Attorneys want us to disclose everytime we go to the bathroom, to protect us against other attorneys and the SEC, where the interpretation differs from one examiner to the next. The fear is you get the one who wants everything, and you're deemed guilty and thrown to the wolves. With thousands of pages of legislation and interpretations, no one can accurately know what is expected. In today's litigous society, we err on the side of over disclosure, which is inefficient and often compromises trade secrets. 08/04/2005 13:38:24 If something can be done to temper 404, SOX will be good for all parties involved. 08/04/2005 13:53:47 NO...franchisors do not have to (in fact, can't) disclose financial information to a potential franchisee. There is no avenue for the small entrepeneur to go after a BIG franchisor for deceptive information given VERBALLY or incorrectly in the UFOC. I know MANY franchisees taking a bath in the "Water To Go" franchise because false info was given on the phone and the UFOC wasn't any more accurate when finally given that to look at. 08/04/2005 14:20:27 Crooks will always be crooks Sox or Nox! Pre-Sox we were an honest Small Cap company, with Sox we are an honest Small Cap company, with slower growth! 08/04/2005 18:05:44 Yes 08/05/2005 10:54:31 The smaller the company the harder it is to balance disclosure with protecting competitive information. 08/05/2005 12:38:34 No! See item #5 08/05/2005 12:44:28 Companies that want investors make full disclosure of their activities, without the need for outside compulsion. If they don't, investors will move on to companies that do make full disclosure. Public companies have a vested interest to be completely transparent with investors. 08/05/2005 15:34:53 I don't believe we have changed the information to the investor. What we have added is many extra review and sign off steps. 08/05/2005 15:43:46 An answer here would be speculative other than the occasional question at annual meetings when shareholders have countered the costs with "have the bank examiners or the CPAs criticized our controls in the past?" This is anecdotal and not scientific. 08/05/2005 16:45:38 Yes, the current environemtn does balance the interests of investors, though many companies are still (for example the SCO Group) ignoring those laws, by simply not taking appropriate action on RULE 33-7881 (Full Disclosure). SCO Group have been particularly egregious in denying their own knowledge of the contest over copyrights with Novell, and yet no one has enforced that regulation to date. Though it should be mandatory to do so. 08/05/2005 19:33:08 The new laws appear to require disclosures that are specificly anti-competitive for small companies. Single markets with limited distribution makes certain disclosures more specific than with large companies. 08/06/2005 13:52:06 It works reasonably well in most cases. 08/08/2005 11:39:29 I believe investors have access to the relavent information on indivudual companies. Again, dishonest people will mislead and omit information and they should be punished. It appears that public companies disclose much more than mutual funds concerning themselves. How many Americans rely on mutual funds as their investment vehicle of choice? 08/08/2005 14:06:10 I believe the current system works as well as it can. No system is going to be perfect for everyone but the key word in your question is "balance" and I think it does a pretty good job as it stands. 08/08/2005 15:43:24 Our company has not discussed this and has no particular problem with it. Our information is public through regulatory reports for the most part. 08/08/2005 21:39:10 Investor access to complete and accurate information is critical and outweighs competitive concerns. 08/09/2005 09:30:31 The current securities law disclosure system is improperly a one-size-fits-all. This is not balanced or practical for non-complex bank holding companies in which virtually all risk is housed in the banking operations. SEC reporting does not add significant value to other public reports filed with the federal bank regulastors (FDIC) and bank holding company regulators (Federal Reserve). 08/09/2005 16:26:34 We have gone overboard with our propwnsity to file 8K's and clearly are giving away information that is against our best interests...giving the details of executive compensation plans promotes the ability to recruit. 08/09/2005 17:25:10 I believe it does. In other words, if companies comply with current laws, I don't think they're giving away any competitive secrets. 08/10/2005 09:04:41 no comment 08/10/2005 16:00:18 Hard to tell. Every auditor seems to have a different opinion on what needs to be disclosed and to what extent. It seems to be a fine line we're constantly having to examine. 08/10/2005 17:18:15 NO - too much emphasis on companies to disclose possible future predictions that competitors use to the disadvantage of the company. In many ways it becomes a self-fulfilling prophecy. 08/10/2005 22:09:27 Here we go again. today the CEO and the top Finance person has to sign each quarter results as being true in fact. If you have ever run a company I think you will finfd that to be an impossible task and assignment. Unless of course the CEO and President do nothing but sign off on every transaction large or small, in every country. Does anyone find this reasonable? Or do we want to have as we did a policy to that was an open door and hired good people. Did not put pressure to lie on missed forecasts that implyed job loss the first time around, We counseled people and gave them chances. As far as disclosing information for competitive reasons, I do not think that is or has been an issue. 08/11/2005 20:27:22 I feel that the Current Securities Law Disclosure system does an adequate job and there seems to be a good balance of proper disclosure with the availability of requesting that certain information/documents not make public based on competitive reasons. 08/12/2005 13:12:10 This is, in my opinion, not an issue at all in a bank. There is so much financial information available about us through the FDIC now that it plus what is required now by the securities laws are more than sufficient for investors. 08/12/2005 14:46:45 I beleive so. Again as I stated above it provides a benchmark. 08/12/2005 16:35:01 Yes, I believe our system (pre SOX) is adequate. The abuses that occurred are not a reflection of poor securities laws or poor oversite but of greedy individuals. Greedy individuals will simply find new ways to exploit shareholders. 08/13/2005 12:39:43 DON'T KNOW 08/15/2005 13:08:27 Overall, I think the interests are balanced. In competing with public competitors, I routinely read their public documents. While I often found interesting reading, I rarely, if ever, encountered information that was valuable competitively. 08/15/2005 14:27:30 I don't think recent regulatory initiatives have had much effect in that area. Companies still seem to be able to protect real confidential information. The public's problem is not inadequate information but inadequate ability to understand the information they have. Recent accounting and other regulatory developments purportedly desinged to provide better investor information have, generally, increased rather than decreased investor confusion. 08/15/2005 14:33:20 Competitive reasons is not real valid for us. The disclosure issues are mis-understood by investors. 08/15/2005 15:10:05 No, companies can be as vague as they want, similar to the "spin" methodology in our culture and in the White House. 08/15/2005 15:13:01 I believe that we are beginning to push the envelope here. We recently purchased several aircraft that required an 8-K to be filed. The nature of the purchase has us receiving a significant discount. Rather than disclose all of the information regarding the purchase, we have to request "confidential treatment". Ultimately it ends up begging the question as to the purchase price by our comptetitors and investors. 08/15/2005 15:14:45 For us it does. 08/15/2005 16:33:43 No- as I stated, my competitors are about the only people who read the footnotes to our financial statements- As a micro cap, we have no securities analysts following us, and I am happy to personally discuss our statements with any shareholder- institutional or individual. 08/15/2005 16:41:14 I do not see a conflict to date. 08/15/2005 18:59:52 I haven't encountered problems in this area. 08/16/2005 09:51:21 I believe that it does. 08/16/2005 10:10:36 No. Very little new information is available. There is just higher penalties for not obtaining very close to 100% on a test. There is more focus on paperwork and signatures, but much less on substance. 08/16/2005 10:21:17 Not an issue, in my opinion. 08/16/2005 10:26:28 prefect information is impossible to achieve, using the law to try to get there like this is inappropriate 08/16/2005 10:27:48 There is too much information out there for the average investor. Most of the disclosure information our organization creates is neither read, or of concern to our investor. 08/16/2005 10:42:02 No. We have had instances where for competitive reasons we would have preferred not to disclose items that we were required to disclose under the new rules. 08/16/2005 10:44:16 Yes. I think investors deserve full access to info. I don't however think legislatino reacting to a few BAD events makes the rest of us that much better or more effective. If we want to be honest and open and responsible and ethical, we will be. 08/16/2005 11:18:54 I have no opinion on this. 08/16/2005 11:41:07 Yes 08/16/2005 11:52:16 No opinion 08/16/2005 12:14:10 I don't think there has been significant change in this area, at least in our business. 08/16/2005 12:40:54 Balalnce is not too bad for those companies that live based on IP 08/16/2005 12:42:56 No, the one size fits all approach is clearly not helping investors. SOX404 is a Fortune 1000 initiative and may be fine for large companies, but it is inappropriate for smaller companies. 08/16/2005 13:04:14 I believe the disclosure system is balanced for the most part. 08/16/2005 13:12:04 This is a HUGE issue... see above where I said that "We are much more reserved in disclosures seeking ways to say something (to satisfy the SEC) but yet say nothing (to avoid SOX-inspired risk). Additionally, the more that we try to improve disclosure to satisfy the SEC/SOX/Reg FD regulations the more we give the competition information that would be damaging to the company... and thus damaging to our shareholders! Our competition is largely private or part of (much) larger public company entities and thus do not have to make the detail disclosures that SOX/SEC/FD push for. In effect, the SEC is helping my competitors. 08/16/2005 13:19:29 In the world of banking, I do not believe there is an inordinate amount of disclosure required in the current system, but as stated above I believe there is overdisclosure going on now based on fear of penalty for failure to disclose. Smaller companies are finding it easier to "just disclose everything" rather than try to filter. 08/16/2005 13:20:23 I think the current balance is satisfactory. I come from Australia where disclosures are often legalistic or excessive (eg directors and officers compensation) without regard to a balanced understanding of the underlying business. The US system is much better. 08/16/2005 13:25:32 On balance, I believe the disclosure system is fair and necessary for a public securities market. Access to capital is necessary to compete, probably more valuable than any loss through public disclosure. 08/16/2005 13:27:00 Yes. 08/16/2005 13:30:33 Once again, I believe it depends if the company is large or small. We compete with large companies. Large companies can learn much about our business from our public reports. It is more difficult to get competitive information for the reporting of large companies. 08/16/2005 14:08:05 Yes. However, differences in the application of accounting principles within industries is the cause of much confusion to unsophisticated investors. 08/16/2005 14:23:10 The current securities law disclosure system does not properly balance the interests of investors with the competive information. Large companies can aggergate information such that it is meaningless to competitors. Small companies are required to directly feed competitive segment information to competitors who are more diversified. 08/16/2005 15:15:12 I believe in honest and complete discloure, but some of the disclosure requirements are of little value to investors in small companies. For larger company's with more complex financial statements this may not be true, but our information is so simplistic that most of the additional disclosure requirements add little if any, value to our statements. 08/16/2005 16:08:50 No. The laws do not seem to balance the need for information for investors with the company's need to protect information. 08/16/2005 16:09:47 No opinion 08/16/2005 16:16:04 Yes, but the disclosures recently required from an SEC comment letter are bordering on overkill and impair competitiveness. 08/16/2005 16:45:09 For larger companies yes. For smaller companies who rely on a limited number of competitive advantages, no. The concept of what is "complete" information for an investment decision should be left to the investor. If a company wants to risk telling competitors a lot about themselves to attract investors they can. If another company wants tell little about themselves and loose the interest of an investor they should have the right to do so. 08/16/2005 18:21:27 The current internal control reporting doesn't really ensure their are more accurate and complete information. It wouldn't have prevented an Enron or WorldCom. The other reporting requirements do cause a smaller company to provide much more information to a larger competitor than the larger competitor is required to provide. 08/16/2005 18:35:41 Other than SOX 404, I believe the balance is appropriate. 08/16/2005 19:18:56 I believe that it is very dificult to properly balance the interests of investors with the need for companies to protect competitive-sensitive information. I believe that the SEC's push for more and more disclosure borders on the excessive and in the end may not serve either the company's competitive interests or the shareholders' interests. If competitors can learn competitive secrets from a public company's filings neither the shareholders' nor the company's interests are served. 08/16/2005 21:29:07 Uncertain, but investors must assume some risk for their investments. 08/16/2005 21:40:38 after complying with all these new regulations, companies are still not protected from frivilous class action litigation. Why not rely on SOX compliance? 08/17/2005 10:59:57 Yes. 08/17/2005 12:28:22 I have no issues with that law. 08/17/2005 12:36:00 This is not a problem in our industry. 08/17/2005 12:48:33 The OLD laws were sufficient. Fraud was always illegal. Sarbanes will not stop a fraud artist.Capital punishment did not eliminate murder. 08/17/2005 16:18:39 Our management believes that the requirement for us to disclose that we had material control weaknesses significantly hurt our revenues, because our competitors were able to point to our disclosures and thereby cause existing customers to leave us and also cause potential customers to avoid doing business with us. 08/17/2005 18:49:20 Yes - we have worked with over 100 companies assisting in SOX compliance and not once was this an issue. It can be addressed with simple common sense. This argument is simply another wild swipe at trying to convince you that SOX is more of a burden. 08/17/2005 18:49:27 I think greater disclosure is one of the parts of SOX that works very well - its costs us very little to do and is of benefit to the stockholders. Likewise I think the extra attention paid to independence on the Board is another very good reform that adds a lot of value to stockholders but actually costs very little to implement. 08/17/2005 19:31:08 I think there is a pretty good balance now. We are able to discuss significant issues with our shareholders yet keep specific confidential information out of public hands. 08/17/2005 21:27:12 No. Section 404 requires excessive focus on internal controls with very little discernible benefit. In my opinion, the causes huge frauds that have been perpetrated on the investing public (Enron, Worldcom, Tyco, etc.)were due toexecutive level management intent to inflate their companies stock prices and/or skim money from the company. These type of fruads will not be prevented by 404 compliance. 08/17/2005 22:55:14 I believe the disclosure system currently in place, as currently practiced, does adequately balance investor interest with the protection of information from competitors. Any move to increase disclosure requirements to achieve more transparency will result in unacceptable competitive disadvantages. It is also unclear to me whether any investor can really see any company through management's eyes without being part of management at that company. 08/18/2005 08:03:31 A small company needs to be flexible and creative - the new rules take away the flexibility and the disclosure system limits their activities. 08/18/2005 15:26:25 Unknown 08/19/2005 02:56:12 No. As noted earlier, the level of disclosures is so detailed that its hard for an investor to understand and interpret the information. For example, substantially all of the stock option disclosures under SFAS 123R are already disclosed in footnotes, but yet investors don't seem to be able to simply subtract it from net income if they choose to use this information for decision makeing. Part II Item 7a disclosures about risk are substantially meaingless to the average investor. Pension disclosures, while very detailed, are difficult to understand and use. Off balance sheet data, even if fully disclosed, cannot be understood by average investors in the context of the business risks. 08/19/2005 11:44:44 I believe so. 08/19/2005 13:49:01 The current securities laws are skirting on the edge of being excessive in the requirements for disclosure. The recently promulgated requirements for 8-K reporting of salary changes for company officers is bordering on invasion of privacy, especially when much of the information is already included in the Company´s proxy statement and equity compensation is already disclosed on Form 4. The normal requirements of quarterly reporting under Form 10Q and the annual reporting under Form 10K are so structured to fully inform investors and thus protect their interests. Generally Accepted Accounting Principles (GAAP) enhanced by extended reporting requirements for ‘segment´ reporting, proxy compensation rules and MD&A were intended to give data that is meaningful and accurate, and will maintain a fully informed investor who can make the proper investment decision. Further, a knowledgeable investor will also monitor the companies, in which they are invested by reviewing press releases, attending earnings conference calls and otherwise keeping abreast of changes within the company. Further, SOX requirements have done little to improve the nature of financial information that is generated for investors; the quality of such information is governed by GAAP. 08/19/2005 14:40:28 Yes. In my opinion, the securities law disclosure system is justified and shareholders have a right to this information. As a shareholder, I am grateful for many of the regulations for full, fair, and consistent disclosure. These laws enable me to make more educated investing decisions. 08/19/2005 14:50:07 No opinion. 08/19/2005 17:03:28 Yes. I don't think the sharing of competitive information is a serious drawback to the current system. 08/21/2005 03:34:34 No, I do not believe that the essntials has been changed - companies that were honset and gave full disclosure, continue to do so, and companies that were "creative" in their disclosure continue to do that. The fact that there are more and more procedures and charters will not change the basic nature of companies and managements. 08/21/2005 04:46:26 Yes. 08/21/2005 22:19:50 Yes 08/22/2005 14:21:23 The notes required for the 10Q's and 10K are now so long the information gets buried. I bet no shareholder reads all of the notes! It does provide protection for secret information, however. 08/22/2005 15:47:02 Yes. 08/22/2005 15:47:34 Yes. 08/22/2005 17:54:28 SOX provides almost no protection for confidential information. It states that information will be kept confidential, but then proceeds to list so many exceptions that realistically there is no confidentiality. This cannot be good for investors, only for lawyers. 08/22/2005 17:56:59 Currently, as far as we are concerned, there appears to be adequate balance and complete disclosure already 08/22/2005 19:27:18 I think we're OK. I believe we can balance those interests today. 08/22/2005 20:10:17 This is not an issue we have faced to date. 08/23/2005 00:42:38 there are some areas - primarily in MD&A where the public information about pricing, etc. can help the competition. however, this is reasonable information for a public company investor to have. also segment information. 08/23/2005 07:47:56 The amount of information it too high and do not protect small compnies from large competitiors. the advance of small companies is the ability to move fast and be discrete. 08/23/2005 15:56:30 No. See Q5. The disclosure is to the point of rediculous...pull out your last annual or quarterly report from a mutual fund and recall how much you learned from it - assuming you did not throw it in the trash. 08/23/2005 16:49:34 Probably - all public disclosure is available online forthose who really want it. 08/23/2005 18:10:00 NO. By the CAPM, investors in small companies are compensated for increased risk. All SOX has done is ensure profits are spent on compliance activities. 08/23/2005 21:11:03 No. The regulations expose too much proprietary economic information not really necessary for investment purposes. For the most part small cap companies do not have access to the institutional investors and their stocks are typically thinly traded in the retail community. The institutional investors represent the majority of investors that have the wherewithal to analyze and make use of the additional data. Unfortunatley this group of investors does not spend large sums of money with small companies as they have little information about individual companies, i.e. little analyst coverage. Those few retail investors that have the wherewithal to analyze additional data are too few to have a significant impact on risk/reward for the market segment as a whole. As it stands now, the ones benefiting from the disclosures under the current SOX legislation are competitors of the smaller companies which can gain significant advantage from analyzing the new reporting requirements. 08/24/2005 08:50:18 I think it's fair. Some of the required MD&A disclosures are certainly pushing the envelope though. 08/24/2005 11:28:21 As a private company in an environment where most of our competitors are not public, we see the disclosure requirements putting us at a competitive disadvantage. However, I believe that proper disclosure is vital to maintaining strong and robust capital markets and feel that the current laws do an adequate job of balancing stakeholder interests. 08/24/2005 14:30:13 Yes. With timely 8K filings and other securities filings, the data is made available to the public. 08/24/2005 16:19:27 Yes 08/24/2005 16:26:56 No opinion. 08/24/2005 16:54:47 No. Too much cost for small companies 08/24/2005 20:16:09 Yes. We do not see a problem in this area. 08/25/2005 15:23:41 Yes, full and fair disclosure can be obtained while maintaining competitive/confidential information. 08/25/2005 16:04:36 More disclosure is better. Companies aren't disclosing secret formulas or proprietary code.... 08/25/2005 16:26:29 Yes - there is a good balance in securities law between disclosure for investors versus too much competitive information. 08/25/2005 17:02:43 Pre-SOX laws and regulations were substantially adequate. 08/26/2005 12:41:42 We provide intermediates to the pharmaceutical industry. All business is conducted under nondisclosure agreements. The requirement to disclose significant customers and contracts makes Synthetech, as a small public company, less competitive. The customer will realize that due to Synthetech's small size, Synthetech may be required to disclose information that the customer would perfer to not have public. Also public disclosure of customer information provides a road map for our competitors. These items are NOT in the best interest of our shareholders. 08/26/2005 13:07:22 No, not in so far as a bank is concerned since our regulatory regime already provides a great deal of public information. 08/26/2005 15:31:29 I believe there could be conflicting forces at work concerning shareholder disclosure issues versus disclosing confidential company data, plans, etc. that competitors could utilize which could ultimately impair shareholder value. It's a double edged sword. An equitable balance must be achieved. 08/26/2005 16:22:08 The laws are leaning more toward more disclosure than companies are comfortable with from a competitive standpoint. 08/26/2005 19:53:54 Full disclosure can be a competitive nightmare as competitors use publicly required filings to gain an unfair advantage. There needs to be further opportunity to protet competitievely sensitive information. 08/27/2005 11:21:03 Mostly yes. SEC morale is high, and their professionals are bright and motivated to do the right thing. Compliance costs are still too high for the additional benefit received from more accountants being involved in the process. 08/29/2005 07:07:37 It seems affirmative. 08/29/2005 10:21:15 We have no significant concerns with the types of information required to be disclosed under current law, although one wonders whether investors in small companies really use the information provided. 08/29/2005 10:21:25 We have no significant concerns with the types of information required to be disclosed under current law, although one wonders whether investors in small companies really use the information provided. 08/29/2005 11:21:29 It does now, but when will companies have to make its documentation of controls public? Don't we already disclose enough information for the average investor? It seems we are heading to the day where there will be no trade secrets. 08/29/2005 14:18:47 I believe that the current securities law disclosure system does provide a sufficient balance between information for investors and firms´ need for protected information. The “competitive need” argument against disclosures has been raised for years by firms opposing accounting principle changes or disclosures, for example - but there is a real lack of examples where firms have actually suffered harm because of disclosures. If there are firms that have suffered harm from disclosures, they haven´t gotten much press. On the other hand, investors seem to get along quite well with the information and disclosures provided to them by the system. 08/29/2005 15:31:21 Being that we are a small community bank, with our most direct competition being branches of large regional banks, I do not see this as a problem. 08/29/2005 16:10:53 Is that before or after SOX? Except for a very few large companies the system has worked well for more than 50 years. Yes---changes are needed to improve and keep up to date with the market, but at what cost? 08/29/2005 16:20:53 Probably so, although as a one bank holding company our financial informatkion is available through the uniform bank performance reports and we duplicate most information. 08/29/2005 17:09:27 It has created an environment where small companies are so worried about what is and is not disclosed and where the external accounting firms (who were able to provide this guidance in the past) are afraid to advise on the proper course. 08/29/2005 17:12:26 No opinion. 08/29/2005 17:12:43 Yes, I beleive the required disclosures generally do not put a company at a competitive disadvantage and are useful. 08/29/2005 17:36:32 Some of the disclosures we have had to make regarding our business have the ability to hurt the company competetively. 08/29/2005 19:02:32 That is a tough one. We are in the food business. There is not too much secret information there. We have no problem with most disclosure requirements. 08/29/2005 21:00:01 Yes. 08/29/2005 22:40:58 Securities regulations requires such detailed disclosure of sensitive company information, that companies cannot protect this information from competitors. 08/30/2005 15:04:16 NO! Companies can actually add confusion by disclosing too much information. Investors find it difficult, if not impossible, to discern the relevant vs. irrelevant disclosures. In some instances, competitive information must be disclosed and that hurts the company and therefore hurts the investors. 08/30/2005 15:07:00 I don't see this as a huge problem. 08/30/2005 16:27:18 no comment 08/30/2005 17:08:46 On balance given a company's latitude and /or discretion to interpret and balance these competing issues, current securities law disclosure requirements do not necessarily expose a company to a competitive disadvantage. 08/30/2005 17:23:36 I believe investors can have complete and accurate information without the intense detail that has been required. For example, there is pressure to disclose the type of fixed asset purchases and planned plant improvements in more detail than we feel is necessary. I believe that puts our company at a competitive disadvantage. 08/30/2005 18:26:14 The current disclosure system is actually detrimental to the interests of our investors because none of our competitors are public companies. The disclosure system, therefore, puts us at a competitive disadvantage because we are required to disclose all material agreements such as lease and purchase contracts, revealing specific terms and conditions. 08/30/2005 18:48:02 Yes. I think it is better to err on the side of disclosure, here, though it does seem unfair that private companies have a competitive advantage. 08/30/2005 18:51:48 As a smaller company, we don´t believe that the current securities law disclosure system requires us to disclose any information that we would need to protect for competitive reasons. 08/30/2005 19:47:16 We have not noticed any problem with regard to public information requirements hurting a company's competitive position. We believe that disclosures in general supply public investors' needs for information without hindering the company's ability to keep certain things confidential for competitive reasons. 08/30/2005 21:07:56 Yes. 08/30/2005 21:39:41 We believe that, in many instances, the current disclosure system requires disclosure of information that may be competitively sensitive yet not beneficial to investors (e.g., operating margins of small subsidiary that may be required to be reported as a separate segment). 08/30/2005 23:57:28 Yes. it does. Quarterly reporting provide sufficient disclosure for that purpose. 08/31/2005 08:31:59 No. A smaller company is going to have a lower level of materiality, which will require them to disclose more contracts. Disclosing the details of the contracts places an extreme competitive disadvantage on those companies. The typical investor wants to know why the company entered into a material agreement and what they'll get out of it. There is no need to disclose the competitive details of the contract. 08/31/2005 09:09:25 Yes. 08/31/2005 10:19:14 Yes, for the most part. 08/31/2005 14:00:12 There seems to be a reasonable balance currently. However, for smaller companies, the accelerated filer deadlines to be implemented in the future of 60 days/35 days seem innapropriate. The risks to acccuracy in requiring faster reporting do not appear to be worth the reward to investors of smaller companies. This would be true for market caps well above $75 million also. 08/31/2005 14:00:16 I have not experienced any conflicts in this area. We as a company are as transparent to investors as we can be. Companies in other industries may have more conflicts between transparency and competitive secrets. 08/31/2005 14:12:37 We believe the issue is not one of competitive protection, but of providing investors that which is truly important to their investment decisions. Is a company´s report on the effectiveness of internal controls over financial reporting truly important to investors if the market reaction to the disclosure of a material weakness is insignificant? Is the accounting for stock options´ expense on the face of the income statement a meaningful change if analysts are more concerned with how companies will present pro forma information that excludes these charges? We believe that much of the current securities law disclosures have been adopted as reactionary measures to a relatively small population of accounting failures and that these changes are being demanded not by investors, but by academics, politicians and regulators. 08/31/2005 14:25:37 There is currently too much information avaiable. No investor today can read and comprehend all information available unless you are an institutional investor - then you should know what you are looking for. 08/31/2005 15:19:27 Yes 08/31/2005 16:05:33 I believe there is an imbalance. Although investors may benefit from the information I think it puts a company at an unfair disadvantage to compete with non reporting companies. 08/31/2005 16:13:45 Yes. Current disclosure requirements do not compromise companies for competitive reasons. 08/31/2005 16:16:33 7. The current securities law disclosure system provides a fairly good balance between the two issues by providing guidelines for companies to disclose required information. Companies do have leeway in determining the amount of information disclosed in their financial statements. By having independent committees, such as a disclosure committee, committee members are able to help determine the amount of information that needs to be disseminated. There will generally always be two sides to this debate, and each entity will want the system to side with them. 08/31/2005 16:29:59 No, too much competitive info is now available particularly regarding small companies. Any market advantage of new products is quickly given up thru the disclosure process. With the internet and instant access,large competitors can almost instantly go to our markets and use negative info to persuade potential customers not to buy our products or services. 08/31/2005 17:16:33 We can live with FD. Although I can't for the life of me understand why the SEC has let big companies slide on this. 08/31/2005 18:22:30 We believe that market participants are familiar with, and generally satisfied, with the current structure. We rarely find clients reluctant to make disclosures for competitive reasons. 08/31/2005 18:23:08 Yes, a company is still able to decide what to disclose and once that decision is made, then it is disclosed to the public. 08/31/2005 19:16:05 7. The answer to this question is no. Our small company competes against companies such as General Electric. GE would never report the operational details of every entity under the umbrella of their corporation. As a small entity with limited operations, we are being asked to give so much operational detail we are giving a competitor such as this a simple road map of our planning, strengths and weaknesses. It is like giving them easy to follow instructions of how to beat us. The negative risk to the investors of disclosing too much of this type of information are very high 08/31/2005 20:55:07 We have no real issues with Reg F-D and disclosures. 09/01/2005 00:55:31 No issues noted here 09/01/2005 14:30:54 This issue was a problem before SOX. SOX just made it worse. It is now necessary to seek expensive legal advice and help to attempt to protect proprietary information. Keeping a trade secret from competitors is now nearly impossible. 09/01/2005 17:12:34 This is decently balanced. 09/04/2005 07:42:16 Yes. Usually all important data should be disclosed but in special cases confidentiality can be obtained.
http://www.sec.gov/info/smallbus/acspc/acspc_rpc7.htm
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