More than a year ago, the staff of the Securities and Exchange Commission released the results of a study mandated by the Jumpstart Our Business Startups Act (JOBS Act) on simplifying and modernizing disclosure requirements for “emerging growth companies.” The study recommended a more comprehensive review of the disclosure regime for all SEC registrants, not just emerging growth companies.
Since then, various senior SEC officials, including Chair Mary Jo White, have spoken publicly about this project, and various groups within the SEC have begun reviewing current disclosures rule and regulations. For example, each of the Assistant Director offices in the Division of Corporation Finance is reviewing specific disclosures in Regulation S-K, including each of the SEC Industry Guides. The Office of the Chief Accountant is reviewing the Regulation S-X requirements for filing separate financial statements of acquired businesses, equity investees, and guarantors, and the Office of the Chief Counsel is reviewing the Form 8-K requirements. Also, the staff is encouraging input from stakeholders through the Disclosure Effectiveness spotlight page on the SEC website.
