Russ: This is the PKF Texas Entrepreneur’s Playbook. I’m Russ Capper, this week’s guest host, and I’m here once again with Frank Landreneau, a Director and one of the faces of the International Tax team here at PKF. Frank, welcome back to The Playbook.

Frank: Thank you.

Russ: Our last time together, we got into the Tax Cut and Jobs Act, and of particular interest to me was how the interpretation of how you handle certain things from that Act has sort of evolved and matured and maybe even changed over time now that we’re in it two years. There was one particular—I had asked you to give me an example of how that rolls out, and you said, “Yeah, there’s this one part of running an international business, where there’s, like, three options that have evolved, really.” Mainly, from international tax people like you. One was literally to create a corporation and, correct me if I’m going down this path wrong, but one was to create a corporation.

Frank: That’s correct.

Russ: The second one was to actually elect a holding company that would play like it was the company.

Frank: That’s right.

Russ: And the third, mostly I guess for SMEs, was to actually create something that you’re just treated like a foreign company. Was I even close on those three?

Frank: Very close, actually. In tax law there is a lot of elections that create a tax treatment that may not be in line with legal structuring and so forth.

Russ: Yeah, you want to avoid that legal stuff, don’t you?


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As part of their Disclosure Effectiveness Initiative, the Securities and Exchange Commission (SEC) recently proposed interpretive guidance to eliminate some disclosures in Regulation S-K and to amend other requirements to better focus on material information in Item 303, “Management’s Discussion and Analysis.”

United States flag standing in front of a stone capitol building; image used for blog post about SEC proposal to change Regulation S-K

More specifically, the SEC’s proposal would eliminate duplicative disclosures and modernize “Management’s Discussion and Analysis of Financial Conditions and Results of Operations” (known as MD&A) to benefit investors and to simplify compliance for issuers. The proposed amendments are part of a comprehensive evaluation of the SEC’s disclosure requirements intended to improve the SEC’s overall disclosure regime. Specifically, the proposed amendments would eliminate Item 301 of Regulation S-K, “Selected Financial Data,” and Item 302 of Regulation S-K, “Supplementary Financial Information,” as the information is largely duplicative of other requirements.


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Russ: This is the PKF Texas Entrepreneur’s Playbook. I’m Russ Capper, this week’s guest host, and I’m here with Frank Landreneau, Director and one of the faces of the International Tax team. Frank, welcome back to the Playbook.

Frank: Thanks, Russ. Thanks for having me; always a pleasure.

Russ: You bet. Next time you’re on I am going to count to see how many times have you been on, because I’m sure it’s more than anybody else.

Frank: Okay, great.

Russ: But our topic today is primarily going to be the Tax Cut Jobs Act that I think was passed in 2017, started in 2018, and it’s mind boggling to me, because we’re still sorting that thing out. Is that right?

Frank: That’s exactly right. And it’s been a little bit over two years, but we’re still getting guidance even now and even there’s pending guidance that we’re anticipating on getting even this year as we speak.

Russ: How does a business person make decisions based upon this thing playing out over such a long period of time?


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Russ: This is the PKF Texas Entrepreneur’s Playbook. I’m Russ Capper, this week’s guest host, and I’m here once again with Kristin Ryan, Audit Senior Manager and one of the faces of the PKF Texas employee benefit plan team. Kristin, great to see you again.

Kristin: Thank you.

Russ: Last time you were on we got into the SECURE Act and the impact on defined contribution plans, which was fascinating. I like doing this, because I get to learn stuff, too. But there’s a lot more about what actually the impact is on defined contributions; that’s why I want to talk about it again.

Kristin: Yeah, absolutely. So, we focused on defined contributions, the 401(k) plans last time. We want to focus on pension plans this time. So, one of the big things that I’m hearing about a lot with the pension plans is their relief for nondiscrimination testing for frozen plans. So, now a plan that’s frozen, participation frozen contributions, doesn’t have to do as much testing.

Russ: And why would they do that?


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On January 30, 2020, Chairman of the Securities and Exchange Commission (SEC), Jay Clayton, released a public statement, “Proposed Amendments to Modernize and Enhance Financial Disclosures; Other Ongoing Disclosure Modernization Initiatives; Impact of the Coronavirus; Environmental and Climate-Related Disclosure.”

frontal view of a stone building with pillars and American flags; image used for blog post about SEC Chairman Public Statement

Clayton’s statement discusses these four topics:


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Russ: This is the PKF Texas Entrepreneur’s Playbook. I’m Russ Capper, this week’s guest host, and I’m here once again with Kristin Ryan, Audit Senior Manager and one of the faces of PKF Texas’ employee benefit plan team. Kristin, welcome back to the Playbook.

Kristin: Thank you. Glad to be here.

Russ: Okay, so, I understand we’re going to talk today about the SECURE Act?

Kristin: That’s right. So, the SECURE Act has been a big buzz lately. It was signed on December 20th by the President, and the over-arching goal is to encourage participation in plans and retirement savings.

Russ: Well, I always think the way to encourage participation is have company matching funds. Is that right?


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Russ: This is the PKF Texas Entrepreneur’s Playbook. I’m Russ Capper, this week’s guest host, and I’m here with Kristin Ryan, Audit Senior Manager and one of the faces of the PKF Texas employee benefit plan team. Kristin, welcome back to the Playbook.

Kristin: Thank you, Russ. Glad to be here.

Russ: I understand you’re here to tell us about a cool upcoming event.

Kristin: I am. We’re excited to have Monirah Bacnik, founder and CEO of brand28. She’s going to be here on February 6th at our office. We’ve invited clients and prospects to the event, and she’s going to be talking about employee engagement and communication strategies.

Russ: Communication strategies in this era is a little unique; you know, you’re dealing with this multi-generational workforce. It’s probably a challenge, isn’t it?


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Jen: This is the PKF Texas Entrepreneur’s Playbook. I’m Jen Lemanski, and I’m back again with Danielle Supkis Cheek, one of the faces of our fraud and forensics team. Danielle, welcome back to the Playbook.

Danielle: Thank you again for having me.

Jen: So, I’ve heard a little bit about treasury management. What do you do in that space, and what does that look like?

Danielle: Treasury management is just a fancy word for “banking services.” You’ll be able to reach out to your banker and find out what treasury management services they have, but it’s kind of the services that the bank offers you as a business customer typically.


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The Greater Houston Partnership (GHP) is hosting its annual meeting for members on January 22, 2020 at the Hilton Americas.

man speaking at a podium in a conference hall full of people for GHP's annual meeting in 2019

GHP’s outgoing chair, Scott McClelland, President of H-E-B Food and Drug, will recap and reminisce on the organization’s work in 2019 before passing the torch to incoming chair, Bobby Tudor, Chairman, Tudor, Pickering, Holt &