Wealth Club
Subtitle
Blog
Audit Process, Private Information, and Insider Trading
|
|
comments (0)
|
Daniel Taylor is Associate Professor at the Wharton School of the University of Pennsylvania. This post is based on a recent paper authored by Professor Taylor; Salman Arif, Assistant Professor at the Indiana University Kelley School of Business; John Kepler is a Ph.D. Candidate in Accounting at the Wharton School of the University of Pennsylvania; and Joe Schroeder, Assistant Professor at the Indiana University Kelley School of Business. Related research from the Program on Corporate Governance includes Insider Trading Via the Corporation by Jesse Fried (discussed on the Forum here).
Our paper examines insider trading in conjunction with the audit process. Audit reports—and the requirement that public companies file audited financial statements—are a cornerstone of modern financial reporting. While it is generally accepted that financial statement audits mitigate agency conflicts, managers and directors (hereafter “corporate insiders”) are typically aware of the contents of the audit report well in advance of the general public. Thus, although a key purpose of financial statement audits is to protect shareholders, an unintended consequence of the audit process is that it endows corporate insiders with a temporary information advantage. In this study, we examine whether corporate insiders exploit this advantage for personal gain and trade based on private information about audit findings.
The audit process represents a negotiation between the external auditor, management, and the board of directors. A typical audit entails planning and interim procedures during the year, year-end fieldwork around the earnings announcement, and culminates with the preparation of the final audit report. Throughout the audit process, the auditor is in frequent contact with management and the board, and provides continuous updates regarding preliminary findings, audit adjustments, and potential modifications to a standard unqualified audit report. The auditor formally briefs the board on the contents of the final report close to the date that the audit is finalized, or “audit report date” (PCAOB AS 1301). Importantly, this date is not known to the public until the audit findings are subsequently disclosed in the firm’s 10-K filing. Thus, by the very nature of the audit process, corporate insiders will be in possession of material non-public information related to audit findings prior to the 10-K filing.
We examine whether corporate insiders trade based on private information about audit findings using a standard short-window event study around the audit report date. The audit report date signifies the end of the audit, and serves as a reasonable proxy for the latest possible date at which corporate insiders are aware of the final audit findings (PCAOB AS 1301, 3110). Our tests focus on a subset of firms where the audit report date occurs after the earnings announcement and more than ten days prior to the 10-K filing. We focus on audit report dates after the earnings announcement in order to cleanly separate insider trading in conjunction with the audit report from insider trading in conjunction with the earnings announcement. We focus on audit report dates more than ten days prior to the 10-K to ensure insiders’ have the opportunity to trade prior to the public disclosure of the audit findings.
By examining insider trading in a tight window around the audit report date, our event study tests mitigate concerns that our results are attributable to either (a) the audit findings themselves being influenced by insider trading, or (b) omitted firm characteristics correlated with the audit findings. Evidence of a change in insider trading activity in a short window around the audit report date—when audit findings are known to insiders but not to the market—suggests insiders are trading based on private information about the contents of the audit report itself.
We find a pronounced spike in insider trading volume around the audit report date, and that audit reports containing a modified opinion trigger intense insider selling. Highlighting the non-public nature of the audit findings on the audit report date, we find no evidence of a capital market reaction on this date. The presence of significant insider trading activity, coupled with the absence of a capital market reaction, confirms that—in our sample—the audit report date represents a significant internal, non-public, information event.
We conduct an extensive battery of sensitivity tests. For example, we repeat our tests focusing exclusively on within firm-quarter variation in insider trading. To the extent that an omitted variable does not vary within a given firm-quarter (e.g., within Firm A’s 2009-Q4), this analysis controls for the omitted variable (e.g., quarterly performance, governance, growth opportunities, audit quality, reporting complexity, etc.). Focusing exclusively on the timing of trades within the firm-quarter, we continue to find that modified audit opinions trigger intense insider selling around the audit report. Although we cannot definitively rule out the possibility of a correlated omitted variable, we view this as highly unlikely—to explain these results, an omitted variable would have to (i) vary with the timing of insider trades within a given firm-quarter, (ii) vary with the timing of the audit report date within the firm-quarter, and (iii) vary with the audit opinion.
Collectively, our results are consistent with corporate insiders trading based on private information about audit findings. The results suggest the audit process provides insiders with a temporary information advantage, and that insiders opportunistically time their trades to exploit this advantage.
Our research question and findings should be of interest to academics, practitioners, and regulators. With respect to academics, our study extends a long line of auditing research. Our results provide novel evidence that corporate insiders exploit features of the audit process for personal gain. In this regard, our findings suggest a more nuanced understanding of the audit process and the extent to which it protects shareholders and mitigates agency conflicts.
With respect to practitioners—specifically boards and legal counsel—our findings underscore the need for meaningful insider trading policies that effectively limit the ability of key personnel to trade prior to the public disclosure of the audit findings. For example, most firms have insider trading policies that restrict trading around the earnings announcement, but nonetheless allow trading in the intervening period between the earnings announcement and the public disclosure of the audit findings (e.g., Jagolinzer, Larcker, and Taylor, 2011). Boards might want to consider restricting the trade of all officers and directors involved with the audit until the audit findings are publicly disclosed.
With respect to regulators, the Securities and Exchange Commission (SEC) and Public Company Audit Oversight Board (PCAOB) are charged with protecting the interests of individual investors. Consequently, empirical evidence on how audits affect insider trading represents an important consideration in ongoing deliberations on auditing standards and auditing procedures. Our evidence highlights a potentially unintended consequence of audit standards aimed at improving the informativeness of audit reports—as the audit report becomes more informative, the incentives for insiders to front-run the report also increase. Our findings are particularly salient in the context of the new auditing standard that takes effect in fiscal 2019 (PCAOB-2017-01) and changes the audit report from a standardized opinion to one that includes detailed engagement-specific disclosures. We encourage auditors, boards, and regulators to scrutinize insider trades placed in conjunction with corporate audits.
The complete paper is available here.
Source: https://corpgov.law.harvard.edu/2018/11/15/audit-process-private-information-and-insider-trading/
Corporate Opportunity Waivers in Private Equity and Venture Capital Investments
|
|
comments (0)
|
A recent Delaware Supreme Court order affirming the Court of Chancery’s ruling in Alarm.com Holdings, Inc. v. ABS Capital Partners, Inc. provides important guidance for private equity and venture capital firms that seek to invest in competing businesses. Among other things, the decision stresses the importance of adopting provisions in governing investment documents, including the target’s certificate of incorporation, that permit the PE or VC firms to invest in competing businesses. The decision also cautions that broad corporate opportunity waivers may not be enforceable and that these waivers should be carefully drafted to avoid being declared invalid. Other notable takeaways from the decision are discussed below.
Background
In 2009, ABS Capital Partners, Inc. acquired a controlling interest in Alarm.com, Inc. through two funds that it managed. ABS appointed three directors to Alarm’s board of directors, including one of its partners, Ralph Terkowitz.
In addition to the other documents governing ABS’s investment, such as the nondisclosure agreement and stockholder agreements, Alarm’s amended and restated certificate of incorporation (charter) contained a provision pursuant to section 122(17) of the Delaware General Corporation Law (DGCL) eliminating any obligation of Alarm’s stockholders, including ABS, to refrain from pursuing corporate opportunities that might belong to Alarm.
In September 2017, ABS acquired a significant ownership interest in Resolution Products, Inc., a venture that competes directly with Alarm. ABS did not nominate Terkowtiz to Resolution’s board of directors. Rather, ABS appointed one of its other partners, Phil Clough.
Court’s Analysis
Shortly after ABS’s investment in Resolution, Alarm filed suit, alleging that ABS and its two funds misappropriated Alarm’s trade secrets and confidential information by investing in its competitor, Resolution. ABS and its funds moved to dismiss for failure to state a claim.
The court granted ABS and its funds’ motion, finding that Alarm’s claim failed because the documents governing ABS’s investment in Alarm, such as Alarm’s charter, included corporate opportunity waiver provisions that authorized ABS to invest in competing businesses.
The effect of the provisions, the court held, was “to waive any claim [by Alarm against its stockholders, including ABS] based on either usurpation of a corporate opportunity or anticompetitive activity.” Thus, the court concluded that the parties specifically “contemplated that ABS could do precisely what it did”—invest in a competing company. Accordingly, the court dismissed Alarm’s claims.
The court made clear in a footnote, however, that it was not deciding (because the parties did not argue) whether or not broad corporate opportunity waivers, such as the one in Alarm’s charter, are enforceable. The court stated that “[n]o one has challenged the scope of the waiver, and this decision provides no opportunity to opine on the validity of a broad and general renunciation of corporate opportunities, as contrasted with a more tailored provision addressing a specified business opportunity or a well-defined class or category of business opportunities.”
Takeaways
To lessen the risk that a PE or VC firm will be held liable for investing in a competing business, firms should heed the following takeaways from the court’s decision:
- Adopt Corporate Opportunity Waivers. PE and VC firms should be sure to include well-crafted corporate opportunity waivers in the transaction documents governing their investments, including nondisclosure agreements, stockholder agreements and, most importantly, the target’s certificate of incorporation. Notably, corporate opportunity waivers in certificates of incorporation must be carefully drafted to avoid being declared invalid. Section 122(17) of the DGCL permits a corporation to “[r]enounce, in its certificate of incorporation or by action of its board of directors, any interest or expectancy of the corporation in, or in being offered an opportunity to participate in, specified business opportunities or specified classes or categories of business opportunities that are presented to the corporation or 1 or more of its officers, directors or stockholders.” The Court of Chancery made clear in its decision that it did not resolve whether broad corporate opportunity waivers are enforceable, or whether those provisions must address specific business opportunities or a defined class or category of opportunities, as specified in the DGCL.
- PE and VC firms could instead consider using limited liability companies as investment vehicles and adopting broad corporate opportunity waivers in the applicable limited liability company agreement due to the absence of a section 122(17) equivalent in the Delaware Limited Liability Company Act and the flexible, contract-based nature of limited liability companies.
- Confidentiality Carve-Outs. To ensure that board designees may properly communicate with the fund about its investment, PE and VC firms should ensure that any confidentiality obligations in governing transaction documents permit disclosure of company information to the fund, its partners, agents and other affiliates.
- Avoid the Dual-Fiduciary Problem. To help avoid a finding or pleading-stage inference of misappropriation, PE and VC firms should designate different representatives to the boards of competing businesses. A PE or VC firm should not, for instance, designate the same representative to the boards of two competing businesses in which it has invested.
- Prevent Prohibited Disclosures. Finally, when investing in competing companies, PE and VC firms should implement screens intended to prevent the disclosure of one company’s confidential business information to a competitor in which the PE or VC firm has also invested.
By taking these steps, PE and VC firms can help stave off lawsuits asserted against the firms and their representatives arising out of investments in potentially competing businesses.
Source: https://corpgov.law.harvard.edu/2019/03/11/corporate-opportunity-waivers-in-private-equity-and-venture-capital-investments/
How Naked Capitalism Leaves Advertising Dollars on the Table So Nothing Comes Between You and Your Content
|
|
comments (0)
|
By Lambert Strether of Corrente.
I suppose if I were a clickbait maven, I would have written a headine like “15 Brutal Advertising Tactics Even Naked Capitalism Can’t Bring Itself to Use,” or “You Won’t Believe How Bad Online Advertising Can Be (Because at Naked Capitalism You See So Little of It”). But I’m not, so I won’t. Instead, as I did the last I time I presented such a parade of horribles, a cavalcade of ugly as will shortly follow, I’ll content myself with pointing to our business model, as documented on our policies page:
Yes, we have it. No ads, no site. We don’t like the visual clutter any more than you do but treating this website like an enterprise rather than a hobby requires funding.
Two things you can do to help the enterprise: 1) Whitelist us. Fewer adblockers, and advertisers like us better. 2) Click through ads once in a while, and stay long enough to read them. (Lambert here: I do, for things like camera lenses, where I want to support those businesses and that line of business.) We are not paid on clicks but advertisers like sites more when there are more viewer clickthroughs.
In longer form, we have two funding streams: One is reader donations, as in this fundraiser — the Tip Jar, as always, is to your right — and the other is online advertising. We don’t maximize advertising revenue, and we avoid the kind of advertising that gets between you, reader, and the straightforward process of going to our site, clicking on a link to an article, and reading from the start of the article to the end, without having your reading experience interrupted by any of the horrid object lessons I am about to present. We value your time. We value your sensibilities. And since the most obnoxious ads are the most lucrative, we’re leaving even more money on the table than you might think we are!
That said…. Naked Capitalism is an enterprise, and as an enterprise, we require funding. If this fundraiser — heaven forfend — falls short, we’ll have to look at more ways to sell ads, ugly though that will be (though we’ll never go to autoplay video popups, I promise). Conversely, if advertising — which is under continued, massive assault by Google and Facebook — falls short, we may need to appeal to you again. That said, to the parade of horribles!
1. We do not publish advertising “blades” that you will never be able to unsee, unlike Talking Points Memo. (Please help us avoid seeing what cannot be unseen by going to the Tip Jar.)
2. We do not force you to click through an advertising “splash” screen to get to your content, unlike Governing (although you may click the Tip Jar to your right):
3. We do not force you to click through offers of “free e-books,” although gawd knows we have the content for a hundred e-books, unlike this photography site (The Tip Jar is in the side bar, under the heading “Tip Jar.”)
4. We do not force you to click through transparent efforts to scarf up your email address and monetize it, unlike Daily Kos. (You may click the Tip Jar’s Donate or Subcribe links.)
5. We do not have any popups, especially popups that try to suck you into being “notified,” interrupting your flow, or nap, or state of pleasing equanimity with silly — and monetized — messages, unlike PJ Media. (You can even click the Tip Jar’s image of snow leopards).
6. We do not have site-busting pop-up videos, because we never fell for Facebook’s “pivot to video” scam in the first place, unlike Salon. (The Tip Jar has not moved. It’s still to your right.)
7. We especially do not have autoplay popup videos that keep coming back even if you manage to close them, unlike The Hill. (Perhaps we should make the Tip Jar into a pop-up and put advertising on it?)
8. We are not Forbes, who also fell for the “pivot to video,” and who combine video autoplay….
9. … with a screen-covering pop-over that forces you to click through it…
10. … only to come to a second video autoplay! All in the same “Editor’s Choice” article! (Better idea: Make the Tip Jar an autoplay video! With advertising!)
11. We do not pester you to subscribe, because we do not have a subscription model, unlike Le Monde, although to be fair, Le Monde is relatively restrained. (You know why I have to keep doing the hard sell; the Tip Jar is over there ☞☞☞☞☞☞)
12. We do not take up your precious screen real estate with subscription offers demands, unlike The Economist. (The Tip Jar, as it was in items one thorugh ten, is to your right.)
13. We do not use dark patterns, unlike WaPo. (Please reward us for our self-restraint by going to the Tip Jar now!)
(Dark Patterns: “Dark Patterns are tricks used in websites and apps that make you buy or sign up for things that you didn’t mean to.” Look at the Economist’s real-estate-sucking but fair subscription in #12: The buttons are, from left-to-right, “Preferred Offer,” “Second Offer,” close box; the close box at top right is Windows standard, and best practice on the web. So what does WaPo do? They put the close box at the right, but bury it with yet more subscription offers — offers you have already rejected — that they hope you accidentally click on! Ugh.
14. We do not take up your precious screen real estate with subscription offers demands that are so darn complicated they might as well be on the ObamaCare website:
(As a sidebar, it sure is weird that the Times’ basic subscription is news, and if you pay more, you pay for life-style material like the crossword and recipes, or, at the high end, “Times experiences” [shudder]. I can’t help but think that says nothing good The Grey Lady’s management priorities.)
15. Finally, we do not monetize comments, unlike TMZ (or anybody else who uses Disqus or social media logins, because what else would they do with your data? (Unless you have a heart of stone, the Tip Jar is to your right.)
Naked Capitalism can’t do without advertising. But we can — and have — avoided the the most horrid and intrusive practices, as you can see. Your contributions help keep the experience of reading Naked Capitalism simple, clean, and fast, not just for you, but for everyone. Splash screens, popups, autoplay videos, subscription offers, or bizarre advertising “blades” you cannot unsee: All these come between you and your content, which is why we don’t use them. Please make a contribution now if you haven’t already!
Post navigation
← Markets Edgy Over China, Italy Budget Staredown, Saudis, Brexit, Too Much Private Debt, Strained Valuations…. Links 10/23/18 →Source: https://www.nakedcapitalism.com/2018/10/naked-capitalism-leaves-advertising-dollars-table-nothing-comes-content.html
Less-cash drive launched in DeMo gets boost in Budget
|
|
comments (0)
|
In an otherwise agriculture- and public health-focused Union Budget 2018-19, artificial intelligence, machine learning, blockchain technology, internet of things -- jargon that found little or no mention in the previous Budgets -- managed to make their presence felt.
Demonetisation, the shock that jolted the nation in 2016, and digitisation, were the two words that dominated Finance Minister Arun Jaitley's 2017-18 (FY18) Budget speech.
Both symbolised the way forward for the government.
According to industry experts, 2017 was the year of digitisation.
The push for 'going digital', which has been a part of the current government's flagship 'Digital India' campaign, was visible everywhere -- from the villages to the Reserve Bank of India (RBI).
While a lot of initiatives have run simultaneously, problems in infrastructure and clarity in regulations has prevented these programmes from being a complete success.
IMAGE: From global tech giants such as Google, WhatsApp, to few of the country's biggest mobile wallets, including Paytm, MobiKwik all have adopted the digital payments system. Photograph: Rupak De Chowdhuri/Reuters
Money goes digital
The government has pushed for a less-cash society by increasing infrastructure to allow digital payments.
In the last two years, the key proposals have been around promoting digital payments.
Among them, the Unified Payments Interface (UPI) -- an initiative in which the government has been successful -- has been a key one.
From global tech giants such as Google, WhatsApp, to few of the country's biggest mobile wallets, including Paytm, MobiKwik all have adopted the digital payments system.
Till December 2018, UPI has managed transactions of more than Rs 1.02 trillion.
It is live in 129 banks, and has handled over 620 million transactions.
The government has been somewhat successful in reaching out to the tier-II and rest-of-India towns.
According to industry experts, in most of the tier-II and tier-III towns, digital payments have doubled since demonetisation.
"National electronic funds transfer (NEFT) transactions saw an upsurge from Rs 9.88 trillion.
"Mobile banking payments have also seen a spike since September 2015.
"All the digital transactions have collectively registered an increase of 440 per cent since demonetisation.
"Most of the growth has been driven by tier-II and tier-III cities," said Shailendra Naidu, chief executive officer, Obopay, a mobile payment solution firm.
National Payments Corporation of India recorded a whopping 482 million UPI transactions in October 2018 as compared to 0.2 million in November 2016.
However, since demonetisation more than 99 per cent of the cash is back in circulation.
Social infrastructure digitised
The government has, in the last two years, digitised Mahila Shakti Kendras set up in 1.4 million integrated child development scheme anganwadi centres. They provide digital literacy, among others.
It has also launched the SWAYAM platform, with at least 350 online courses to virtually enable students to attend courses, take tests and earn academic grades.
However, there are some problems the government faces in connecting gram panchayats and villages with high-speed data connectivity.
The BharatNet programme, which started in the UPA-II era in 2011, missed its deadlines.
While it was supposed to connect 150,000 villages last year, it has managed to connect around 125,000 village blocks to date.
The delays have been attributed to equipment issues.
However, the government plans to connect 250,000 blocks with the optical network by March 31.
IMAGE: According to industry experts, the growth of digitisation has increased and there has been a concerted push towards AI. Photograph: Thomas Peter/Reuters
Startup India -- industry seeks more clarity on taxes
In an otherwise agriculture- and public health-focused Union Budget 2018-19, artificial intelligence (AI), machine learning (ML), blockchain technology, internet of things -- jargon that found little or no mention in the previous Budgets -- managed to make their presence felt.
From classrooms to highways, an elaborate plan was laid to bring AI and ML in every aspect of country's infrastructure.
According to industry experts, growth of digitisation has increased and there has been a concerted push towards AI.
This has also led to the growth of Startup India.
However, they are concerned more about the taxes, which have been a hindrance in growth.
"The one key expectation of start-ups from the Budget is complete clarity and consistency on angel tax, which has caused unprecedented levels of discomfort for start-ups and angel investors.
"If not addressed, this can cause a collapse of initial financial support for start-ups, thereby making the entire programme redundant.
"All other expectations and incentives have taken a back seat in light of this large issue facing the startup ecosystem," said Rajan Navani, vice-chairman and managing director, JetSynthesys.
Source: https://www.rediff.com/business/report/less-cash-drive-launched-in-demo-gets-boost-in-budget/20190207.htm
3 Simple Ways To Turn Regular Chaos Into Organized Chaos In 2019
|
|
comments (0)
|
Brought to you in partnership with Adobe Document Cloud.
Life isn’t always easy. In fact, it rarely is. We all know that. Life is the messy thing that gets in the way of all of the awesome stuff we promise ourselves we’re going to do every New Year as the clock strikes midnight. For me, this year is an entirely different monster to tackle. Within the span of one week during the fall, I got engaged and found out that my now-fiance and I needed to move to the Midwest for his job. We currently live in Connecticut, so this move has been a terribly hard pill to swallow for me (a through-and-through Nutmegger). Our careers are both the busiest they’ve ever been, and with a move halfway across the country looming and a wedding to begin planning, I’ve accepted that this year is going to be one full of change, and the changes are going to be significant enough that I may need to put a few new systems in place to keep things running as smoothly as they’ll need to run.
I’m not exactly an organizational disaster, but I’ve never really been a natural planner — and truly, I’d bet good money that a lot of you are the same way. It doesn’t come naturally to most people to keep every piece of their lives in perfect order; we often need tools to help us keep all of the important stuff in place so we can move through the murky waters of life in the most organized and efficient way possible. So, in partnership with Adobe Document Cloud, I wanted to share the strategies I’ll be using this year. In short, I’ll be taking myself on a journey to turn actual chaos into more palatable, neat-and-organized chaos in 2019 using this three-step method to keep my life calm, cool, and collected during a period of time that should be anything but.
1. Practice Goal Inception
Having a big goal is great — but having a goal within a goal within a goal is somehow so much more organized and achievable. Taking tiny chips out of big scary goals and taking it slow is the way it’ll get done most effectively. Example: when moving cross-country, you quickly realize that you just can’t take all of your stuff — it’s just far too inconvenient. We found out that we were moving west back in November, and I started pretty much immediately diving into the planning and decluttering I knew I’d need to get done before our move in June. Seven months feels like a lot of time to accomplish something, but the fact of the matter is that you’re probably going to do a messy, ineffective job reaching your goal if you try to do it all at once. Create your organized plan of attack in the form of mini-goals that you have to hit along the way to the finish line. Make a list of every stop you need to make along the way to achieving the overarching goal, and go from there.
In the past here on TFD, I’ve referred to the Swiss Cheese Method, which is essentially the same thing. Swiss Cheese method = poking tiny holes in your difficult tasks. This is different than mini-goal-setting in that it is literally just doing the teeny tiny things that are remotely related to the big-picture task in any way so you don’t have to think about them later. When I was a student, this meant opening up a Word document, giving my paper a title, writing my name in the header, and saving it to go back into later, so it was just one small piece of my project that I no longer had to think about. Now that I’m wedding planning, it means getting small, seemingly negligible things done here and there that over time will add up to the plan falling into place. Doing something like buying one white pillar candle every time I see one in a store means that I’ve broken up the task of getting table decor rather than doing it all at once. Spending 15 minutes during my lunch break googling wedding photographers in my area made me feel like I had actively begun that process, even though it hardly took any time at all. What at first felt entirely too daunting to begin now has enough holes poked in it that it feels a lot lighter and more manageable, because I’ve gotten small bits of it done along the way.
2. Treat the really important stuff with the care it deserves.
Case in point: Taxes. Contracts. Bills. All of that stressful grown-up stuff that — spoiler — isn’t going away (ugh). My old method for storing important papers was essentially storing them atop my desk until they were covered up by other important papers, or a makeup palette, or a sweater that I for some reason threw on my desk instead of putting in my closet because that is truly The Move as a young woman with tons of clothes. And of course, I take care of most everything when I absolutely need to — I’ve filed my taxes every year, and never had a late payment on anything. But I’d be lying if I said I haven’t come close. Fun fact: I paid my car tax bill last week the very day it was due because by some stroke of luck I happened to move the piece of paper that was covering the bill that was sitting on my desk. Not cool, Mary!
That’s why I’ve turned to Adobe Document Cloud, and it’s truly a lifesaver. Since all of this moving chaos is beginning to swirl around me right in the thick of tax season, I’m using Adobe Scan and Adobe Acrobat to help me keep all of my documents organized, and to follow my #1 rule regarding important documents: always keep them in more than one place so you always have a backup. I can easily scan my paper tax documents and save them as PDFs with Adobe Scan, then combine and organize the files using Adobe Acrobat. If you’re worried about having such important documents stored in the cloud (and it is okay if you are — it is good to be discerning and ask important questions when it comes to something as important as your taxes!) you really don’t have to be. You can secure and protect your most precious papers with a password so no one can access them but you (which is super important). Check out this step by step guide to see how Adobe Document Cloud can help you easily tackle your taxes like a boss.
I’ve also begun using the Adobe Scan app to help me save and organize vendor contracts for my wedding, and keep them easily accessible. When putting the puzzle pieces of a wedding together, you’re often faced with questions like “Exactly how much did that cost again?” or “Precisely what time will this vendor arrive at the venue?” and being able to reach into my pocket, pull out my phone, and have all of my contracts with all of the information at my fingertips has been so helpful.
3. Nurture your sanity.
Probably the most important thing you can do for yourself while in the midst of a busy period of time is to make time to step away from it regularly. When your life starts to feel like work work work, cook and clean, rinse and repeat, or every free moment of time you have is dedicated to a stressful, larger goal like moving a household across the country, or launching a new business, or planning a large, heavily DIY’d event, you need to schedule yourself some time to step away from the chaos, because honestly, you probably won’t be able to properly get through or handle the crazy if you’re always consumed by it. Schedule nights during your busy weeks to do enjoyable things that bring you out of the stressful space, like taking date nights with your partner, spending time with friends and family, or participating in enriching activities like group exercise classes or hobbies that are meaningful to you. If even that seems a little overwhelming amidst the chaos, stick to old faithful: an adult beverage of choice, and a relaxing night on the couch watching a good movie. Remember that your mind and body don’t function the way you need them to unless you give them time to rest, so for god’s sake, give them time to rest. You’ve got a lot to get done this year, I’m sure. So rest up, get yourself organized, and do it — you’ve got this!
Don’t forget to check out Adobe Acrobat and Adobe Scan!
Image via Unsplash
Source: https://thefinancialdiet.com/3-simple-ways-to-turn-regular-chaos-into-organized-chaos-in-2019/
For people with talent and vision, this place has a LOT to offer
|
|
comments (0)
|
It was February 15, 1898. The American Civil War was a distant memory, and the United States had become the largest economy in the world.
Still, something was missing in the Land of the Free: colonies.
More than 100 years before, other leading powers like Spain and Britain had established colonies all over the world back when the US was just an infant.
By the time the US became wealthy and powerful, the Age of Imperialism was over– all the exotic foreign lands had already been claimed.
So, in 1898, the US decided if it couldn’t establish its own colonies, it would take them from somebody else…
Cue the Spanish American War.
A US naval ship called the Maine was miraculously sunk off the coast of Cuba on February 15, 1898. The US immediately blamed Spain, and declared war two months later on April 25th.
Spain had no desire to go to war… and was flummoxed at the accusation. They claimed they had nothing to do with the Maine’s sinking and had no possible reason to attack.
More importantly, by the late 1800s, Spain was broke and losing control of its colonies– an empire in decline. That made Spain the perfect target.
The US, on the other hand, was so prosperous and flush with cash, it simply wrote a check to fund the war (oh how times have changed).
And in less than three years, the remains of the Spanish Empire were virtually disassembled, and the US took possession of several colonies including the Philippines… and Puerto Rico.
Puerto Rico has remained a US territory ever since… going on 120 years.
Now, there a few differences between a US territory and a state.
First of all, Puerto Ricans are US citizens with US passports. And they use the US dollar as currency.
Traveling to/from Puerto Rico from the US mainland is no different than traveling from Texas to Oklahoma.
(My lawyer is down here visiting me today from New York, in fact– it’s just a domestic flight from JFK on Jet Blue.)
But, in other way, Puerto Rico is separate from the United States. Taxes are a great example– Puerto Rico has a completely different tax system that is disconnected from the IRS.
So if you’re a Puerto Rican resident earning your income in Puerto Rico, you no longer have to pay US state or federal tax.
Puerto Rico is also different because residents of the territory can’t vote in the US general presidential election.
So, essentially, Puerto Ricans are subject to US federal laws without participating in the election process.
This bugs a lot of locals… and over the past several decades there have been a number of movements to try to make Puerto Rico the 51st state.
The most recent of these movements was launched again last week by Puerto Rico’s governor, who used the one-year anniversary of Hurricane Maria destroying the island to demand that Congress consider statehood for Puerto Rico.
The governor says Puerto Ricans have been treated like “second-class citizens,” and he’s questioning how the US can preach democracy and freedom around the world with this two-tier citizenship structure.
Now let’s be honest– there’s practically zero chance of Puerto Rico becoming the 51st state.
If that happened, then the US federal government would have to do the same with its other territories– Guam, Northern Mariana Islands, US Virgin Islands, American Samoa… so there would end up being FIVE new states.
Adding five new states to the US would be so painfully time consuming and suck up so many government resources, it would make the UK’s “brexit” departure from the European Union look like a cakewalk.
And the federal government definitely doesn’t want this.
My guess is that the local government here is just trying to kick up a bunch of noise and threats, hoping to get Congress to cough up billions of dollars in economic aid for last year’s hurricane relief (in the same way that other states would receive disaster relief).
I can’t imagine anyone would really want statehood for the sole benefit of being able to vote for President.
If so, they really haven’t thought it through.
Puerto Ricans currently pay tax as high as 33% (though they’re looking to cut this). But if they became a state, they’d have to add another 37% in US federal income tax.
Imagine– paying SEVENTY PERCENT TAX just to be able to choose between a buffoon and a sociopath in an election where your vote doesn’t even really count.
Hardly seems worth the price of admission.
The island has definitely had its share of problems – a huge natural disaster, a financial crisis and a long-term economic depression that’s lasted for a decade.
And undoubtedly there are people here who think that statehood will solve all of those problems.
Not likely. It’s not like becoming a state will cause the skies to open and money to come pouring out like a summer rain.
They’ll just end up paying more taxes to fund the federal government.
The real growth potential here is in what the government has already been doing for the past few years– creating incredibly compelling incentives to attract talented people to the island.
The two most famous of those, Act 20 and Act 22, provide a tax rate as low as ZERO percent for investment income, and just FOUR percent for business income.
It’s one of the best deals in the world.
And in my travels here over the past few years, it’s becoming clear that those programs are working.
Foreigners are moving here. They’re starting businesses, spending money, and injecting much needed capital and talent into the economy.
Progress is still nascent, so there’s a lot more room to grow. But that also means there are still a ton of interesting opportunities that have yet to be explored.
As an example, I’m looking at a number of distressed real estate opportunities here, some of which are truly unbelievable. In some instances even the Catholic Church itself is being forced to auction off property.
Most of the time when countries end up in dire economic straits like Puerto Rico is in, governments simply resort to the old playbook of plundering the wealth of its citizens.
Here they went with the opposite approach– slashing taxes (initially for foreigners, and now they’re working on the same for local residents), and cutting regulation.
So for people with talent and vision (and you don’t even have to be a US citizen to benefit) this place definitely has a lot to offer.
Source: https://www.sovereignman.com/trends/for-people-with-talent-and-vision-this-place-has-a-lot-to-offer-24155/
If you didn't know: Comcast fees rose 900% in 5 years — for 'free' channels
|
|
comments (0)
|
January is a good time to start looking around for simple ways to save money. Here’s a good one – stop paying for TV channels that you can watch for free.
At least check your cable bill this month. January is also a “good” time for pay TV companies to impose shiny new fees on users, and Comcast is leading the way. The firm charges a “broadcast TV fee” to every customer — even those on its cheapest TV plan — and in January, users are noticing a 25% increase in the fee, from $8 to $10 each month. That’s bad enough, but the fee was only $1 back in 2014. That’s a 900% increase in five years. Good money if you can get it.
And it’s good for Comcast’s bottom line. KillTheCable.com estimates that Comcast will take in $2.6 billion each year via the broadcast TV fee. Again, this is a fee charged to consumers for something they could be getting for free. (To be fair, Comcast *does* pay to retransmit these channels. But you can watch them for free with an antenna.)
Comcast has raised other fees too — like its regional sports network fee, or its modem and HD box fees. I don’t care for those, but they fall into a different category as far as I’m concerned. Users don’t have to pay those fees. You can make a case that these are genuine add-ons to basic service.
The broadcast TV fee is different in my eyes because you can’t get Comcast TV service and NOT pay it. Even by sneaky airline fee standards, the broadcast TV fee is out of line. It should simply be included in the price of service. As others have noted, the separate charge not only lets Comcast advertise rates that are artificially low; it also lets the firm raise prices on consumers who have long-term, price-fixed contracts. At least, for now. Comcast’s pricing tactics and fees have attracted legal action in the past.
Comcast is hardly the only firm using these bait-and-switch tactics. RCN charges slightly more –– $10.78 per month – for its broadcast TV fee. Charter charges $9.95. An interesting clustering of price tags there. If you didn’t know better, you might wonder whether market forces are really operating on these prices. And remember, consumers could get these channels for free with an antenna. That requires dropping cable altogether, however, and paying only for Internet access. That’s an option for some consumers, but your mileage may vary. Before I dropped Comcast, the company dropped its internet-only plan from my area, basically forcing me to sign up for TV. Another curious step, eh? Fortunately, a new provider finally arrived in my building, and I broke up with Comcast as soon as I could.
So what is a consumer to do? Hopefully, double-digit nonsense fees are enough to make you consider cutting cable and going with an over-the-top service like SlingTV. At least give it a try. You know cable firms are counting on you being lazy. But if you are paying $120 a year for something you could get for free, I’m going to say they may be right.
This article originally appeared on BobSullivan.net and was syndicated by MediaFeed.org.
Source: http://www.msn.com/en-us/money/companies/comcast-fees-rise-900percent-in-5-years-—-for-free-channels/ar-BBSuYDf?srcref=rss
Amazon's Grand Search For 2nd Headquarters Ends With Split: NYC And D.C. Suburb
|
|
comments (0)
|
By choosing “I agree” below, you agree that NPR’s sites use cookies, similar tracking and storage technologies, and information about the device you use to access our sites to enhance your viewing, listening and user experience, personalize content, personalize messages from NPR’s sponsors, provide social media features, and analyze NPR’s traffic. This information is shared with social media services, sponsorship, analytics and other third-party service providers. See details.
Source: https://choice.npr.org/index.html?origin=https://www.npr.org/2018/11/13/665646050/amazons-grand-search-for-2nd-headquarters-ends-with-split-nyc-and-d-c-suburb
7 Weird Mixing Terms And What They Mean
|
|
comments (0)
|
Guest post by Michael Hahn. This article originally appeared on Soundfly’s Flypaper
Engineers can get pretty fired up when they’re talking about mixing music. Your sound is a difficult thing to describe — throw in a layer of technical jargon and it can be downright frustrating just to talk about your tracks.
Fortunately, there are some common terms engineers use to help communicate mix issues and the qualities of sound. I’ll go through seven of the most common “odd” mixing terms, what they mean, and how to deal with the elements of your mix they refer to.
1. “Boomy”
Boominess refers to excessive low frequency energy that causes exaggerated sustain effects on your speakers. For example: “I want this kick to be fat, but right now it’s just boomy.”
Speakers can only accurately reproduce so much low end. Too much low frequency energy can make the speakers start to struggle. This causes negative ripple effects that can radiate all the way up the frequency spectrum.
How to fix it:
- Deal with boomy bass by using a high-pass filter on sources with a lot of low end.
- Move the filter up until you start to hear a negative impact on the sound — you might able to cut more than you think.
2. “Muddy”
Muddy generally means congestion from a buildup of competing elements in your low midrange. For example: “The whole mix gets muddy when I unmute the bass. Maybe I should cut some frequencies around 250 Hz.”
The low midrange is a tough region for beginner and intermediate engineers. When it’s too muddy, the clarity and separation of instruments takes a hit.
How to fix it:
- Avoid a muddy mix by carving out your low-mids wherever they’re not essential to your desired sound.
- Instruments that traditionally dominate the low end of the spectrum, like kick and bass, are a first choice for low-mid scooping. Most of the energy in these sources should be concentrated in the low end so the mids are less crowded for other instruments.
3. “Boxy”
Boxy refers to a sound or mix composed of mostly midrange frequencies with not enough lows and highs. For example: “These guitars are too boxy. We should try a mic with more high end.”
A boxy mix sounds flat and can lack detail. You’ll see why when you reference mix against a well-produced commercial recording.
How to fix it:
- Avoid boxiness by making sure to not over-boost your mids or neglect the extreme ends of your frequency spectrum.
4. “Warmth”
Warmth typically refers to harmonic distortion and un-hyped top end. For example: “Wow, adding that tube compressor plugin really warmed up this vocal.”
Warmth is a sought-after quality often attributed to analog equipment. It’s part of what makes a mix smooth, rich, and enjoyable to listen to.
How to get it:
- Create warmth by gently rolling off your highs and using saturation/analog-style processors.
- Be sure to do so in moderation — too much artificial saturation from analog emulation plugins can tip the scales back toward harshness. Don’t take it too far!
5. “Harsh”
Harshness is often used to describe aggressive upper midrange that’s fatiguing to listen to. For example: “The square wave synth is pretty harsh. Can you bring down the filter’s cutoff frequency a bit?”
Harshness is a major problem in lots of mixes. The last thing you want is for your mix to cause ear fatigue for your listeners. The effects of a harsh mix can be even worse on common listening systems like earbuds and laptop speakers.
How to fix it:
- Avoid harshness by being extra careful with your EQ and mic positioning when dealing with energy in the 3-5 kHz range.
6. “Depth”
Depth is the three-dimensional quality of a mix. For example: “Panning the room mics wider seems to give the drums a bit more depth.”
Depth is desirable for creating the immersive sensation that draws listeners into your mixes. It helps with instrument separation and the overall sense of space.
How to get it:
- Use a combination of close miking and distance miking while tracking to give yourself a variety of ambiences to blend during mixing.
- Different sources at different perceived distances and pan positions will help establish the depth of your mix.
7. “Air”
Air is the subtle liveliness in the upper frequencies of a mix. For example: “The overhead ribbon mics sound pretty dark and could use some air.”
Air brings out the realism and dimension in sources like vocals and room mics. A smooth, open, airy top end is a common aim for many mixes. Think of air as a present, pleasing, and well-EQ’d treble range in your mix.
How to get it:
- Use a gentle bell or shelving filter on your smoothest sounding EQ to lightly boost the top end anywhere from 8-16 kHz.
- Be careful, though! Going overboard can introduce harshness back into your track. A little bit goes a long way!
Subtle air in your mix can help your vocals sit smoothly on top of everything else and make your room mic recordings lively and realistic.
What we talk about when we talk about mixing
Mixing audio is a highly subjective process, so the terms we use to describe it are, too. Every engineer probably feels differently about what exactly “air” or “depth” means for them. The definitions of these terms are just guidelines to get you thinking and talking about the issues or strengths in your mix and how to better aim for a specific sound.
Now that you know what it all means, go deeper into your mix with a better destination in mind!
Learn more about modern mixing production techniques (like EQ, compression, levels, pan setting, digital signal processing, FX sends, and so much more) from some of today’s leading sound engineers, and get your record sounding crisp! Preview Soundfly’s newest and most in-depth mentorship-assisted online mixing courses, Faders Up I: Modern Mix Techniques and II: Advanced Mix Techniques, for free today.
7 Weird Mixing Terms And What They Mean
Source: http://www.musicthinktank.com/blog/7-weird-mixing-terms-and-what-they-mean.html
PG&E Says Federal Judge's Safety Plan Is Not Feasible And Too Expensive
|
|
comments (0)
|
By choosing “I agree” below, you agree that NPR’s sites use cookies, similar tracking and storage technologies, and information about the device you use to access our sites to enhance your viewing, listening and user experience, personalize content, personalize messages from NPR’s sponsors, provide social media features, and analyze NPR’s traffic. This information is shared with social media services, sponsorship, analytics and other third-party service providers. See details.
Source: https://choice.npr.org/index.html?origin=https://www.npr.org/2019/01/23/688058715/pg-e-says-federal-judge-s-safety-plan-is-infeasible-and-too-expensive
