You are outside securities counsel for Bonbon Inc., a publicly traded manufacturer of chocolates, candies, and confectioneries.

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You are outside securities counsel for Bonbon Inc., a publicly traded manufacturer of chocolates, candies, and confectioneries. You get an urgent call from Sybil Sweet, the company’s general counsel. She tells you that the company has just received a Wells notice from the SEC (a Wells notice is a warning that the SEC is likely to bring an enforcement proceeding). Sweet asks if federal securities law requires the company to report the Wells notice at this point in time. “We would much rather not report this right away,” she says, “because we believe we can convince the SEC we did nothing wrong, and if we report now our investors are going to overreact.” Your company’s quarterly “10-Q” report is due in three weeks. What do you advise?

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