In September, the SEC adopted changes to the EDGAR system designed primarily to enhance EDGAR security, specifically related to EDGAR filer access and account management. (See this PubCo post.) While the SEC has updated EDGAR several times, it’s been over ten years since the SEC updated EDGAR login, password and other account access protocols in any significant way. The new rules involve substantial updates to those processes. This new Cooley Alert, “SEC Adopts EDGAR Next: What’s New About Next, and What Should SEC Registrants Do Now to Comply?,” from our Public Companies group, is designed to help you through that transition.
As discussed in the Alert, historically, each EDGAR filer was assigned a “set of access codes that were then used by different individuals to make submissions on the filer’s behalf. Anyone could request these access codes on behalf of a filer by simply submitting to EDGAR a notarized request (the Form ID) from the filer. With EDGAR Next, anyone acting on behalf of filers on EDGAR (e.g., members of the corporate secretary’s office or financial reporting team) will need to present individual account credentials obtained from Login.gov and complete multifactor authentication to access EDGAR accounts and make filings.” As SEC Chair Gary Gensler said in his statement, “[u]nder previous requirements, registrants had one login per company. This is like having a family passing around one shared login and password for a movie streaming app. You know where that can lead. That’s simply not the most secure system—for filers and the Commission alike—when it comes to information relating to financial disclosure. By contrast, today’s amendments further secure login protocols by requiring every person filing something into EDGAR to login with individual credentials and to use multi-factor authentication.” With EDGAR Next, filers will also be able to use optional Application Programming Interfaces (APIs) designed to “improve the efficiency and accuracy of filers’ interactions with EDGAR.”
These new rules will require public companies and other filers to take action to prepare for the new system. A beta software environment is now available for filer testing and feedback. To ensure a smooth transition, be sure to check out the new Alert!
