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Compliance & Disclosure Interpretations

New Interactive Data C&DIs

Melissa Aguilar September 21, 2010

Filers with questions on complying with the Securities and Exchange Commission's XBRL mandate take note: The staff of the Division of Corporation Finance has updated a handful of interpretations relating to the interactive data rule.The five new Compliance & Disclosure Interpretations, added Sept. 17, relate to Regulation S-K and Regulation S-T.Question 146.14...

C&DI Updates From Corp Fin

Melissa Aguilar August 13, 2010

The staff in the Securities and Exchange Commission's Division of Corporation Finance has published several updates to its Compliance & Disclosure Interpretations.The updates published Aug. 11 include eight new interpretations and three revisions to existing interpretations.Two of the revised interpretations (Revised Question 139.29 and Revised Question 139.30) relate to lock-up agreements.A...

SEC Guidance and No-Action Address 436(g) Repeal Issues

Melissa Aguilar July 23, 2010

The Securities and Exchange Commission has taken swift action to address one of the undoubtedly long list of issues stemming from the passage of the Dodd-Frank Wall Street Reform and Consumer Protection Act.The staff of the Division of Corporation Finance has issued guidance and no-action relief to deal with an...

Corp Fin Updates Compliance & Disclosure Interpretations

Melissa Aguilar June 10, 2010

The staff of the Securities and Exchange Commission Division of Corporation Finance has updated a hodgepodge of Compliance and Disclosure Interpretations practitioners will want to check out.The June 4 interpretations update Securities Act sections, rules, and forms, Regulation S-K, Exchange Act rules and Form 8-K, and Regulation FD.Since the staff...

SEC Staff Adds Three New Interpretations

Melissa Aguilar March 12, 2010

A little light weekend reading, courtesy of the Securities and Exchange Commission staff, which posted three new Compliance & Disclosure Interpretations related to Regulation S-K.The March 12 C&DIs are the latest to update the staff's views in light of the new Proxy Disclosure Enhancements rule that took effect Feb. 28.Questions 119.25...

SEC Adds New XBRL FAQs, More C&DI Updates

Melissa Aguilar March 09, 2010

Companies and their counsel should take note: The Securities and Exchange Commission had added some new Frequently Asked Questions and updated some staff interpretations that you'll want to take a look at.The staff of the Office of Interactive Disclosure recently published six new FAQs related to the SEC's Interactive Data...

SEC Posts New Interpretations on Proxy Disclosure Rule

Melissa Aguilar February 17, 2010

More help for companies on complying with the Securities and Exchange Commission's new Proxy Disclosure Enhancements rule: The staff of the Division of Corporation Finance has posted six new Compliance and Disclosure Interpretations.Among other things, the rule, adopted by the SEC in December, requires new disclosure about executive pay, risks and risk...

More Staff Interps on New Proxy Disclosure Rule

Melissa Aguilar January 21, 2010

The Securities and Exchange Commission staff published more new Compliance and Disclosure Interpretations related to the new proxy disclosure enhancements rule.The rule, adopted by the SEC on Dec. 16, requires greater disclosure about executive pay, risks and risk oversight, and directors' experience and qualifications. It also changes the way stock...

Roundup of SEC News, Happenings for the Week

Melissa Aguilar January 15, 2010

It was another busy week at the Securities and Exchange Commission.In addition to the new cooperation tools and policy statement and the ramp up of the new specialized enforcement units and Office of Market Intelligence previously reported, SEC Chair Mary Schapiro testified before the Financial Crisis Inquiry Commission on her...

SEC Posts Non-GAAP Financial Information Guidance

Melissa Aguilar January 12, 2010

As promised, the staff of the Securities and Exchange Commission has published new guidance on the use of non-GAAP financial information.The Division of Corporation Finance staff has added more than 30 Compliance & Disclosure Interpretations comprising its interpretations of the rules and regulations on the use of non-GAAP financial measures.As...

SEC Posts C&DIs on Proxy Disclosure Enhancements

Melissa Aguilar December 22, 2009

Consider it a holiday gift from the Securities and Exchange Commission: The staff of the Division of Corporation Finance has posted new guidance for companies on transitioning to the recently approved proxy disclosure enhancements rule.The five new Compliance & Disclosure Interpretations posted Dec. 22 comprise the staff's interpretations of how...

New SEC Compliance & Disclosure Interpretations Posted

Melissa Aguilar September 15, 2009

The staff of the Division of Corporation Finance has published a flurry of new and revised Compliance and Disclosure Interpretations updating its interpretations relating to the Securities Act rules, Regulation S-K, Exchange Act Form 8-K, Regulation S-T, Regulations 13D and 13G, and Schedules and interactive data.The C&DIs, posted on Sept....

SEC Staff Updates Dozens of C&DIs

Melissa Aguilar August 17, 2009

Once again, the staff of the Securities and Exchange Commission's Division of Corporation Finance has posted a number of Compliance and Disclosure Interpretations corporate counsel will want to check out.The updates include dozens of new and revised questions under the Securities Act Sections, Rules and Forms, Regulation S-K, Exchange Act...

New Staff Interpretations on XBRL, Reg S-T, More

Melissa Aguilar June 01, 2009

The staff of the Securities and Exchange Commission Division of Corporation Finance has posted a slew of new Compliance and Disclosure Interpretations, including several related to its new XBRL mandate.While the C&DIs related to the SEC's interactive data rule are published in, and numbered in accordance with, the C&DIs for...

Heads Up: An Abundance of New Staff C&DIs Posted

Melissa Aguilar May 01, 2009

Heads up: The staff of the Securities and Exchange Commission’s Division of Corporation Finance has been busy updating a number of its Compliance and Disclosure Interpretations.Various sections were updated by the staff on April 24 and April 30, including Securities Act Sections Question 104.01, Question 125.06 , and Question 139.26,...

More Guidance on 10b5-1

Melissa Aguilar April 21, 2009

Heads up: In light of recent clarifications by the SEC’s Division of Corporation Finance staff on Rule 10b5-1 and heightened scrutiny by the Enforcement Division, experts say careful consideration should be given to the timing of the creation, alteration, or suspension of any Rule 10b5-1 stock sale plans.The Division of...

Securities Act Forms C&DIs Posted

Melissa Aguilar March 05, 2009

As part of its ongoing effort to update and reformat its interpretive positions, the staff in the Securities and Exchange Commission’s Division of Corporation Finance staff has posted new Compliance and Disclosure Interpretations related to the Securities Act Forms.Some of the C&DIs, dated Feb. 27, were first published in prior...

More Guidance on Say-on-Pay for TARP Cos.

Melissa Aguilar February 26, 2009

New guidance from the Securities and Exchange Commission confirms that businesses participating in the Troubled Asset Relief Program—more than 400 companies at last count, including everyone who’s anyone in the financial sector—must offer shareholders an advisory vote on executive compensation starting this spring. That is far sooner than Corporate America...

SEC Staff Posts C&DIs on ARRA Say-on-Pay Provision

Melissa Aguilar February 25, 2009

Heads up for TARP companies scrambling to comply with the executive compensation provisions of the American Recovery and Reinvestment Act: The Securities and Exchange Commission staff has issued three new Compliance and Disclosure Interpretations related to the Act’s say-on-pay requirement.The Feb. 24 C&DIs comprise the staff’s interpretations of Section 7001...

SEC Posts New Compliance & Disclosure Interpretations

Melissa Aguilar January 27, 2009

Heads up: The staff of the Securities and Exchange Commission has posted dozens of new Compliance and Disclosure Interpretations.One set relates to Exchange Act Rule 13e-3 as it applies to “going private” transactions and related Schedule 13E-3. The other relates to the rules adopted under the Securities Act.The going private...

Corporation Finance Staff Posts Securities Act C&DIs

Melissa Aguilar December 02, 2008

FYI: The staff of the Securities and Exchange Commission’s Division of Corporation Finance has posted dozens of Compliance and Disclosure Interpretations (CDIs) related to the Securities Act of 1933, which regulates the sale of securities.The updated C&DIs, posted Nov. 26, comprise the staff’s interpretations of the Securities Act Sections. Some...

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