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SEC adopts rules to modernize and simplify disclosure

SEC adopts rules to modernize and simplify disclosure To describe the modernization and simplification amendments of certain disclosure requirements of Regulation S-K and related rules and forms recently adopted by the US Securities and Exchange Commission (SEC).Design/methodology/approachThis article provides an overview of the amendments, their effective dates and related practical considerations for companies.FindingsThe amendments cover many provisions within Regulation S-K and affect various forms that rely on the integrated disclosure requirements of Regulation S-K. The amendments are designed to enhance the readability and navigability of SEC filings, to discourage repetition and disclosure of immaterial information and to reduce the burdens on registrants, all while still providing material information to investors. The amendments contain several changes relating to confidential information contained in exhibits. For consistency, parallel amendments have been adopted to rules other than Regulation S-K, as well as to forms for registration statements and reports.Practical implicationsMost of the amendments are effective May 2, 2019. The amendments relating to the redaction of confidential information in certain exhibits became effective April 2, 2019. Given these dates, companies should review the rule changes implemented by the amendment now and consider how they will impact their disclosure in upcoming SEC filings.Originality/valuePractical guidance from experienced lawyers in the Corporate & Securities practice. http://www.deepdyve.com/assets/images/DeepDyve-Logo-lg.png Journal of Investment Compliance Emerald Publishing

SEC adopts rules to modernize and simplify disclosure

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Publisher
Emerald Publishing
Copyright
© Mayer Brown LLP.
ISSN
1528-5812
DOI
10.1108/joic-04-2019-0022
Publisher site
See Article on Publisher Site

Abstract

To describe the modernization and simplification amendments of certain disclosure requirements of Regulation S-K and related rules and forms recently adopted by the US Securities and Exchange Commission (SEC).Design/methodology/approachThis article provides an overview of the amendments, their effective dates and related practical considerations for companies.FindingsThe amendments cover many provisions within Regulation S-K and affect various forms that rely on the integrated disclosure requirements of Regulation S-K. The amendments are designed to enhance the readability and navigability of SEC filings, to discourage repetition and disclosure of immaterial information and to reduce the burdens on registrants, all while still providing material information to investors. The amendments contain several changes relating to confidential information contained in exhibits. For consistency, parallel amendments have been adopted to rules other than Regulation S-K, as well as to forms for registration statements and reports.Practical implicationsMost of the amendments are effective May 2, 2019. The amendments relating to the redaction of confidential information in certain exhibits became effective April 2, 2019. Given these dates, companies should review the rule changes implemented by the amendment now and consider how they will impact their disclosure in upcoming SEC filings.Originality/valuePractical guidance from experienced lawyers in the Corporate & Securities practice.

Journal

Journal of Investment Compliance – Emerald Publishing

Published: Jul 23, 2019

Keywords: Disclosure; Confidentiality; US Securities and Exchange Commission (SEC); Management's discussion and analysis (MD&A); SEC Regulation S-K

References

  • Capital markets implications of amendments to simplify and update SEC disclosure rules
  • Form 10-Q guidance on SEC’s disclosure update and simplification amendments