This blog entry is going to be self-referential, because it is about what I did to get this site up and running and what I discovered along the way. I am brand new to this and I have never done most of the things I am going today, so all of it is new to me. I did have a website on Geocities ages and ages ago, plus something hosted by Comcast well over a decade ago. The only real HTML I had ever done was in notepad, and I cannot say I was all that skilled, but I did learn the tagging system at least.
A few years ago I received some form of Black Friday advertisement from GoDaddy.com for what was essentially a free domain for a year (you needed to pay some small ICAN fee, but otherwise no real cost). I reserved mgpotter.com for no reason other than vanity. It is my name, after all. I had some vague idea of using it for something, but I was pretty busy and never got around to doing very much.
About 6 months ago, after yet another month of intensive work to get a financing for a solar project over the finish line, I decided that I needed a little more investment into myself. I have already written a blog on starting to play D&D again, and taking the time to actually write was one of the things I wanted to do. I thought that I had enough experience as a CFO of public companies (12 years now) to add value in sharing my experience and I also wanted to write about the different things I do for fun.
The past Black Friday there was another sale email that came about hosting WordPress on your own GoDaddy site and I decided to try that. I had absolutely zero experience with WordPress but it looked like it was the leading blogging product out there. I now know that it is actually one of the leading website or content management systems in widespread use today, but it certainly is pretty powerful for blogging.
Once I had bought the WordPress option, I decided to start writing. I wanted to get at least a few weeks done in advance so if my schedule became too busy I would not lack content. I’m not a few weeks ahead now, but that is OK as I’ll have some time to bank some more blogs soon.
I decided to post Tuesday for CFO topics and Thursday for other topics. I decided on the very first topic while drinking some beers after an SCA fighter practice. One of the other knights there was interested in my put selling strategy and that was my first blog I wrote. Over the Christmas break I wrote most of the first month of content. This was just typing into Word on my iPad, I hadn’t done more than initiate the WordPress option at this point.
Now that I had some content done, I turned to actually getting the blog part working. I decided that instead of reading a book on how to set things up, I would just try and do it cold. I had deliberately chosen to host under my own name and to keep away from politics as a topic to write about because I spend about ½ my time in China and wordpress.com is blocked there.
There are many different hosts that support WordPress. GoDaddy has a nice and integrated approach called “managed WordPress” but I even could have hosted it on my Asustor NAS if I had wanted to. By using an external site, I was able to outsource the bandwidth and the maintenance of the WordPress program itself. Managed WordPress means that WordPress itself is always kept up to date. The releases for the major NAS are not as regular as WordPress itself, so you may have more security issues if you self host. If you just want a small, local version of a blog or a website, then hosting on a NAS could be a good solution.
The first step seemed to be choosing a theme which seems to be the look and feel of your blog site. I initially used one of the prominent starter themes called 2015, but I didn’t like the multi-column look. I searched through for something simple and found a theme called Lovecraft and decided that I liked it. There are thousands of free themes and lots of themes that you need to pay for as well. I have marked exploring themes down as something to do in the future.
My chosen theme used a horizontal picture across the top and I made my first design choice and picked a picture of the effigy of William Marshall that I had taken myself at the Temple Church in London. I have always been fond and interested in him and I was able to figure out how to upload the picture onto my site. WordPress uses a media repository and serves up pictures from there. You also can use a URL to a picture if you want that instead.
With a theme and a top picture chosen, I clicked on “publish” and now I had live content. I used wechat to get a colleague in China to check if my site would load. A quick test later and it did work. I puzzled and puzzled over how users were supposed to login to make comments. I even contacted GoDaddy customer service and they helped me to figure it out. Nothing appears on the main page, but there is an option if you go to the individual blog page (click on a headline on the front page if you did not use a link to go directly there).
A blog with no readers is not that useful, so I posted the link to my page on my Facebook feed. I did that manually, and noticed that the picture of William showed up as a preview.
The next thing I experimented with was publishing into the future. WordPress makes that easy with an obvious scheduling option. I tested it out, scheduling my post to show up the next mornings and, sure enough, when I woke up, there was the post published for the world to see.
I grew concerned that perhaps with the comment system turned on, that I might attract spam. So the first option I looked for was something to handle spam. There was a prominent option called “plugins” on the left menu when I signed in as the editor of the site (you can have multiple editors). Just like themes, there is a powerful built-in search I was able to use. A simple search for spam and I was able to find a plug in with a very large number of users called Akismet. It was pretty simple to install and I quickly had spam protection.
The next thing I wanted is something that would track users. I know that Google has quite an extensive suite of options to track visitors to websites called Google Analytics and I search for that in plug-ins . I found one called Google Analytics for WP Dashboard. I later found out that Yoast is probably the most popular, but the one I picked is near the top in popularity as well. That plug-in inserted the needed tracking code into my website and now I could see statistics on the tens of people visiting my blog.
I also knew that there was something called Search Engine Optimization of SEO, and I searched for a plug-in that does that. I picked All In One SEO Pack and it seemed to do what I would expect such a plug-in to do. There is a Yoast version of that as well. I am still not 100% sure what all the options do there, but I have slowly started using the different features.
By now I was several weeks into the blog being posted and was posting links on my Facebook and LinkedIn. This was completely manual at this point. I knew I would be travelling and I needed more options. I again did a little searching in the plugins and some Google searching as well, and discovered that Jetpack which is by the same company that does WordPress is a very popular option. It can automatically post to many popular social media sites but does have some limitations like it does not post to LinkedIn groups. Since the few groups I belong to have the broadest reach anyways, I thought a more manual touch was appropriate and that did not bother me.
Jetpack actually adds quite a lot more features than just posting to social media . It adds a much better commenting system but it is hosted on the WordPress site so it is not a good solution for users in China. It adds the option to subscribe to new posts but the final step to that involves the WordPress site as well. I may turn that on anyways. Is does add the sharing buttons which are now on my site and an optimized theme for mobile devices which I am trying out. If you are looking at starting a blog or a content-rich website, you may want to consider using all the other features of Jetpack.
The final thing I added to my blog was advertising. Google and Amazon seem to be the most popular advertising options out there. I did not want to make any advertising too obtrusive. Far too many posts on LinkedIn and Facebook are just click bait with ad after ad in the middle of the article you are trying to read. I am trying to keep the ads out of the way. Because Google is blocked, I decided to go with Amazon.com. I signed up for Amazon Associates which gives you a special ID and the ability to generate links with the ID embedded. I first used links for books and then tried to figure out how to post a more generic ad as well. There are plug-ins that help, but I found that using the text widget with the HTML in it is the best. I still have not figured out how to place the more natural link for products that is generated, online seems to refer to posting them in HTML mode but I seem to have visual and text as the two modes to post in.
I guess I am now a professional blogger as I have made $0.65 as of this blog being posted.
This has been my process so far, trial and error by someone that has seen some concepts mentioned (like SEO) but never actually had to do anything about it. I keep discovering extras like featured image which allows each of my posts to have their own image plus the SEO package has it’s own way of populating the OpenGraph (Facebook standard) excerpting.
If you are wondering if I really am a technical CFO, this blog and the process I just described is typical for me. I am fine with someone showing me what to do, but I like to struggle through things myself to learn. It really is not that hard or expensive to do. You can write only on social media, but I feel you have more control and reach on your own website.
As a quick summary – find a host that you trust that can provide the WordPress program. If you use WordPress itself you limit yourself to non-China visitors but maybe gain additional functionality. Pick a theme and add in the plug-ins you need. Publish and publicize. Don’t be overly annoying when you do the publicity. Unless you are a large and well established blog, you are unlikely to make any real money from your writing, but there are easy to use ways to monetize yourself a little.
Next up for me is to turn my blog posts into podcasts. Something else for me to learn from scratch.
Responding to a comment letter from the SEC
By Michael
On February 16, 2016
In Accounting and Reporting, CFO
There is a particular circular logo that always worries even the most experienced CFO. It is a simple logo and it means that the SEC has looked at your filings and has some questions. If the letter is something as serious as a Wells Notice, then you need to engage with your outside counsel right away and I can’t really give advice as I am not a lawyer.
Comment letters are a lot more common. You can expect that your filings will be reviewed every 2-3 years and every special filing you make (like an S-1) will draw a comment letter every time. They are common, and the typical result is improved disclosure the next time you do a filing. A bad outcome is the need to restate which can have significant personal and valuation of the company repercussions. A disaster is a Wells Notice and a full legal investigation.
When I first started, responding to a comment letter was much more difficult and you needed to rely much more heavily on your auditors and your lawyers as they had many examples of responses from their client base and you typically had nothing except for anything you had done yourself or within your company in the past. Ever since the SEC made comment letter responses available online, you should be much more capable of answering them yourself or with a lot less help from your outside advisors.
Here is my general advice on what to do when you receive a comment letter.
As a general comment, you are dealing with very experienced accounting and legal professionals at the SEC. The team that reviews filings and comments on them tend to be very experienced accountants and lawyers who read and comment on filings for a living. Their letter is reviewed by even more experienced staff before it is sent to you. The SEC monitors trends and usually every year there are specific areas of accounting and disclosure that get extra questions for just about every filer that it applies to. Unless you do actually have a very severe issue, there pretty much is no intent to “get you”. I have found 100% of the SEC staff I have worked with over the years to be professional and courteous and generally helpful where they can be helpful. They tend to be pretty flexible where they can be.
Expect an iterative process. There was one pretty long letter that I responded to that the SEC accepted all my answers the first time, but usually is takes 2-3 rounds of replies with more questions.
The first thing you need to do is read it through at least once. You don’t need to fully understand or do any deep research at this point, but make sure that you and your Controller have read the comment letter and have a general idea of what is in it and what the main questions seem to be. You will be very quickly involving others in the process, and they will be relying on you, so make sure that you know how serious the letter appears to be. It usually is pretty easy to identify the most important questions, as the examiner normally makes them pretty clear. There might be a question or two that are trickier and if answered the wrong way will cause a spiral into more questions and a much higher chance of restating.
Now inform your boss and the audit committee. This should be done quickly, your process of reading and getting a general understanding should not take long at all and you need to treat every comment letter with a sense of urgency. It is a good idea to inform your lawyers and auditors immediately and I advise that you copy legal counsel on your communications where appropriate as it is possible that the comment letter will result in legal action against your firm or you personally. The SEC does not allow you to use them as a direct legal defense and your work on replying to a comment letter can be discoverable if not protected. If you are not sure what that means and how to protect yourself and your company, seek legal advice.
I always have a very strong sense of ownership of what we file. I have always found that my reporting is better after I get and respond to an SEC comment letter. You will be engaging and using outside help, but you own the comment letter responses just like you own the filings you did. Do not allow the outside advisors to take over the process. They are not always on your side. If something needs to be restated, or if more serious issues come up, they may also have the agenda of protecting themselves. Remember that auditors commonly get sued as well if accounting issues come up from an SEC review. That means that they are very much on your side until they are not. Chances are pretty good that it will not be an issue but do remember that they have their own priorities and that may mean protecting their business just like you are trying to protect yourself and your company.
Now that your boss and the Audit Committee are informed, you should have also formed a small team to actually answer the comment letter. You need to divide up the comments and delegate them to the people best able to answer the questions (and this may be you). Personally, I think the company should write the first draft of all the responses but you may not have the expertise. If you do not, remember it because you have a skill set hole in your company that may need to be fixed later after the comment letter process is done.
Now that the SEC has made other comment letter responses public, you should be able to find the same questions answered by other companies. There is no rule against using other responses word for word. No such thing as plagiarism or copyright when reviewing SEC submissions. If you check competitors or similar companies and they have identical questions, then you know that those questions are focus areas for the SEC this cycle. Look at the answer(s) that the SEC accepted in the past and consider if the same answers or something very close also applies to you.
I cannot emphasize this enough. Prior SEC filings are a huge resource and you should absolutely use them to guide your answers. There are no prizes for brilliance and answering every question yourself with completely original answers.
Dire warnings aside about making sure you understand the risk that outside advisors may have their own agenda, your auditors are a very good resource. If you are using a Big 4 firm, then their SEC advisory group will have people that recently worked at the SEC. They probably have other clients who have received comment letters from your examiner and have more personal read on his or her style. When it comes to very technical accounting questions, your technical partner can be a big help in drafting a response that cites the correct and most compelling parts of GAAP.
I personally like my responses to be direct and to the point. Sometimes your advisors like to toss in introductory phrases like “we respectfully submit”. I never answer like that. Many times the comment letter asks you to enhance your disclosure in the future. Unless the suggestion has some fundamental error in it (which I have never found in any comment letter I have received), the correct response is to say that in future filings you will do what is requested. List out what was requested and what you agreed to. When the SEC asks for support for your current accounting, provide it in a straightforward manner. Your examiner will have several open files and comment letters they are responsible for. The more clearly you write and the more simply you write, the easier you will make it for them.
One final resource is the examiner themselves. Sometimes their questions are not very clear. You are allowed to call them up and talk to them. Like your written answers, you need to be careful what you discuss with them, but as I said earlier, they are not out to “get you”. They are limited in what they can answer. You cannot run a response by them, all responses must be submitted in writing and they can only respond in writing. However, they can clarify what a question means. You can call them and let them know that you are on a tight deadline for a filing and that you would appreciate them working as fast as possible. Sometimes it can help to have a personal relationship when they have to make a final call on an accounting item. If you are more than just text on paper, maybe something will go your way. I know that it even helps me to respond when I have a voice to go with the words on the paper.
Before you send in your response, give it one last read through. Make sure all responses follow the standard format of repeating their question and then responding. Make sure you are sure the questions are actually responded to. Double check the wording to make sure it is direct and clear. Make sure each one has enough detail but not too much that it clouds your answer. If you see an answer that disagrees with a disclosure request, ask yourself why you are not just agreeing to the additional disclosure. Sometimes if you agree then you are actually agreeing to accounting that you do not think is right, but normally fighting over disclosure requirements is just not worth it.
There is an almost certain chance that you will receive another comment letter on your responses that focus on the questions that either were not fully answered or where the examiner disagrees with you or feels that there is insufficient support for your answer. If they disagree, then you are starting to have a problem. You need to be extremely careful with any question in the second set of comments because those are the ones that the examiner is most interested in.
Hopefully you will make it through the response process with nothing more than agreeing to improve disclosures in future filings. Don’t forget to actually improve disclosures when you agree to it. It should be part of your reporting checklist to ensure that you disclose what you agreed to and how you agreed to.
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