Page 679 - Encyclopedia of Business and Finance

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Seasonal Discounts

efficiency experts damaged the intent of scientific man- the merit of the securities, but determines only whether
agement. Time studies and the new efficiency techniques the disclosures provide sufficient information to the
were used by incompetent consultants who sold managers investment community.
on the idea of increasing profit by speeding up employees. Companies seeking to issue security offerings rely on
Consequently, many labor unions, just beginning to feel specialists in accounting to meet the criteria of the securi-
their strength, worked against the new science and all effi- ties acts. The chief accountant of the commission is the
ciency approaches. With the death of Taylor in 1915, the principal accounting adviser with respect to difficult or
scientific management movement lost any chance of controversial accounting issues. The chief accountant is in
reaching its true potential as the catalyst for the future
charge of establishing, coordinating, and expressing the
total quality management system that was to evolve as a
SEC policy regarding accounting and auditing standards.
key ingredient of organizations of the future.
Policy decisions are published in the SEC Accounting
SEE ALSO Management: Historical Perspectives; Manage- Series Releases (financial reporting releases).
ment/Leadership Styles
REQUIREMENTS OF THE
BIBLIOGRAPHY SECURITIES ACT OF 1933
Benton, Douglas A. (1998). Applied Human Relations. Upper
Saddle River, NJ: Prentice-Hall. Under the 1933 act, a company undertakes its first offer-
Greenberg, Jerald (2005). Managing Behavior in Organizations ing of securities to the public market through a process
(4th ed.). Upper Saddle River, NJ: Pearson Prentice-Hall. referred to as an initial public offering (IPO). The regis-
Hersey, Paul, Blanchard, Kenneth H., and Johnson, Dewey E. tration statement submitted to the SEC for the IPO con-
(2001). Management of Organizational Behavior. Upper Sad- sists of two principal components: Part I is the prospectus,
dle River, NJ: Prentice-Hall.
an offering document to be distributed to prospective
Rue, Leslie W., and Byars, Lloyd L. (2007). Supervision, Key buyers; and Part II is supplemental information that is
Link to Productivity. Boston: McGraw-Hill.
available for public inspection at the office of the SEC.
Whetten, David A., and Cameron, Kim S. (2005). Developing
Management Skills. Upper Saddle River, NJ: Pearson/Prentice In 1982 the SEC adopted a revised framework for
Hall. registration as a part of the integrated disclosure system,
Wray, Ralph D., Luft, Roger L., and Highland, Patrick J. where the form to be used by the registrant depends on
(1996). Fundamentals of Human Relations. Cincinnati, OH: the periodic reporting history and the nature of specific
South-Western Educational Publishing. transaction events. In the case of IPOs, for example, Form
Yukl, Gary (2005). Leadership in Organizations. Upper Saddle S-L becomes the forepart of the registration statement and
River, NJ: Pearson/Prentice-Hall.
outside front cover page of the prospectus.
Prospectus disclosures must provide the following
Marcia Anderson information: summary of the securities offering, risk fac-
tors and the ratio of earnings to fixed charges, the use of
proceeds, determination of offering price, dilution, plan
of securities distribution, description of securities to be
SEASONAL DISCOUNTS registered, and interests of named experts and counsel.
SEE Pricing The prospectus must also provide information related to
the registrant, such as description of business and prop-
erty, legal proceedings, market price of equity and divi-
dends, financial statements, supplementary financial
SECURITIES ACTS: information, executive compensation, and management’s
REQUIREMENTS FOR discussion and analysis (MD&A) regarding disagreements
ACCOUNTING with accountants.
Companies issuing securities to the public are required to Part II of the IPO covers other information not
file registration reports and statements with the U.S. Secu- required in the prospectus such as issuance- and distribu-
rities and Exchange Commission (SEC) in accordance tion-related expenses, indemnification of directors and
with the Securities Act of 1933 and the Securities officers, recent sales of unregistered securities, exhibits,
Exchange Act of 1934. The 1933 act requires that a regis- and financial statement schedules. An accountant’s report
tration statement be filed and accepted by the SEC before is required for audited information to be included in this
securities are offered for sale. The SEC does not evaluate part.

656 ENCYCLOPEDIA OF BUSINESS AND FINANCE, SECOND EDITION