Dirt Diggers Digest No. 48

February 2, 2004

Editor: Philip Mattera

1. New governance and disclosure rules now in effect

2. RSS delivery of EDGAR filings

3. Federal courts starting to put trial transcripts on PACER

4. New book compiles corporate social responsibility codes

5. UNESCO report on freedom of information worldwide

6. Clarification on Alien Tort Claims Act groups


1. New governance and disclosure rules now in effect

New rules on corporate governance implemented by the New York

Stock Exchange and NASD and approved by the SEC are now in

effect. The changes, among which are requirements that companies

establish stricter standards for determining that a director is

independent, are reflected in new proxy statements, in which

companies must disclose how those standards are being met.

It is not yet clear how companies will comply with a new

requirement that shareholders be able to communicate directly

with independent directors rather than going through management.

The NYSE's initial comments on this rule, which will no doubt be

useful in future corporate campaigns, can be found in the set of

governance FAQs issued by the Big Board last week:

<http://www.nyse.com/pdfs/section303Afaqs.pdf>. Also see


for the SEC's rules on the matter.

The final set of governance rules issued by the NYSE rules can be

found at http://www.nyse.com/pdfs/finalcorpgovrules.pdf and the SEC's

approval notice is at http://www.sec.gov/rules/sro/34-48745.htm.

A handy website for keeping up with goverance rule changes can be

found at http://www.realcorporatelawyer.com/reformportal.html#24.

New disclosure requirements are also being proposed by Canada's

leading public company regulator, the Ontario Securities Commission:



2. RSS delivery of EDGAR filings

RSS (Really Simple Syndication) is a popular new tool for distributing

updated website content via feeds that are read by news aggregator software.

A company called Accelerize New Media is applying the approach to SEC filings

distributed through the EDGAR system. It has just launched a service called

Edgar Index <http://www.edgarindex.com/> (cost: $4.95 a month) that allows

a user to create an unlimited number of customized feeds (i.e., individual companies

or groups of firms). The firm claims to make filings available within two minutes of

their acceptance by the SEC.

For an introduction to RSS, see the following Boston Global article:



3. Federal courts starting to put trial transcripts on PACER

Seven federal district courts are participating in a pilot program to make

transcripts of court proceedings available online through the PACER system.

The courts participating in the pilot program are the Eastern District of New

York, the District of Columbia, the Southern District of Alabama, the Eastern

District of Missouri and the Districts of Kansas, Maine and Nebraska. In all

cases but the District of Columbia, only civil proceedings will be included. All

of the courts will remove personal identifiers such as SSNs and birthdates

from the transcripts. An announcement of the program can be found at:

http://www.uscourts.gov/newsroom/pilot.htm. Information on subscribing to

the PACER system, which provides access to federal court dockets and some

documents, can be found at http://pacer.psc.uscourts.gov/.


4. New book compiles corporate social responsibility codes

The Corporate Responsibility Code Book is the title of a new 512-page volume

that describes the multitude of social responsibility principles in use today and

reproduces the full text of 32 of the most important codes--from the United Nations

Global Compact to the CERES Principles. More information on the book, authored

by Deborah Leipziger, can be found at the website of Greenleaf Publishing:



5. UNESCO report on freedom of information worldwide

The United Nations Educational, Scientific and Cultural Organisation has

published a report on government transparency (or lack thereof) around the

world. Titled Freedom of Information: A Comparative Legal Survey, the report

reviews the disclosure principles promulgated by international organizations and

provides case studies of ten countries, including the United States, the United

Kingdom, Japan, India, Mexico, South Africa, Pakistan, Thailand, Sweden and

Bulgaria. The report, written by Toby Mendel of the anti-censorship group Article 19,

can be found at http://www.article19.org/docimages/1707.pdf.


6. Clarification on Alien Tort Claims Act groups

Dirt Diggers Digest No. 47 mentioned the availability of a compilation of Alien

Tort Claims Act cases on the website of a group called USA*Engage. It should

be mentioned that USA*Engage works to discourage the filing of such cases

against U.S.-based companies. The leading groups that are promoting the use

of the Act to pressure companies to end their complicity in human rights

violations abroad include EarthRights International <http://www.earthrights.org/>,

the Center for Constitutional Rights <http://www.ccr-ny.org/v2/home.asp> and

the International Labor Rights Fund <http://www.laborrights.org/>.


A cumulative index of sources (with links) mentioned in

issues of the Dirt Diggers Digest can be found at:



Philip Mattera

Director of the Corporate Research Project

Good Jobs First