Wanted to get some advice on communicating legal comments. I’m at a S&P 500 company in relatively senior role where I interact with the C suite and the Board frequently. Just came out of a meeting with the CEO, CFO, divisional CEOs discussing an important investor presentation. Everyone seemed to be resistant to legal comments, including low hanging fruits/easy fixes that are clearly required by law. Continue in comments…

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You should be making these comments before this goes to the csuite

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This is hard - if your GC hasn’t trained these people to take SEC rules seriously then it’s hard for you to do it. Does GC have your back on this stuff? I’d ask mine to talk to CFO and then have GC/CFO double team the CEO.

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Add commentary like, not updating this sentence will result in up to $X in fines

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Thanks everyone for the super helpful comments. Sorry for ranting and being light on facts last night. For more context: a 60-page deck was sent to me for the first time Saturday and it needed to be finalized Monday. I provided legal comments on Saturday. I offered to discuss on Sunday, but no one took me up on it. The second version was sent out on Monday with many of my comments ignored, and it was the version discussed live on Monday with the C suite, where I pushed and people were saying that there was no time implement legal comments. I cannot go into specifics, but some of the comments are SEC required and there’s simply no flexibility. They don’t add value other than complying with SEC rules. My GC does have my back, but he is not in the weeds/does not get into this level of details.

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Shouldn’t IR own the deck and shouldn’t IR know better than to try to sandbag you?

I ended up getting 60% of my legal comments incorporated, but with great difficulties, and people seemed frustrated by them. I get that legal comments are annoying in nature, and “less important” from a business standpoint, but that’s what I’m getting paid to do. How do you typically communicate legal comments to business colleagues effectively?

Maybe ask the BU how they want comments. I’ve had teams tell me redline, redline with a comment as to the reason, just comment with the reason, and comment with redline in comment and reason. I try to accommodate their preference where I can.

What? C suite should never get a non compliant investor presentation. Literally 90% of these are the same. The only issue that likely ever comes up is non GAAP. And this is probably not the first time they’ve done a presentation. So either y’all’s company is malpractice city for the last x amount of years they’ve been doing presentations or more likely you’re just adding things to add things and they weren’t necessary anyway.

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