Today, the Corp Fin staff provided some additional relief in the context of incorporation of Part III information (very generally, information about directors and executive officers) into Forms 10-K. As you know, a company is allowed to incorporate into its Form 10-K Part III information from its definitive proxy (or information) statement if filed not later than 120 days after the end of the related ﬁscal year. If the definitive proxy statement is not timely filed, the company must file an amendment to its Form 10-K by the 120-day deadline to provide the omitted Part III information. New Form 10-K CDI 104.18 will allow a company to rely on the conditional relief provided by COVID-19 Order (Release No. 34-88465 (March 25, 2020) for the filing of the Part III information as long as the 120-day deadline falls within the relief period specified in the Order (March 1 and July 1, 2020) and the company meets the conditions of the Order (see this PubCo post).
by Cydney Posner An analysis by audit firm BDO of the incidence of disclosure of various risk factors among tech companies over five years reflects increased emphasis on security breaches, the impact of M&A (including goodwill impairment) and accounting and internal control compliance as key issues affecting the industry. Regulatory […]
by Cydney Posner The SEC has adopted an interim final rule implementing a provision of the FAST Act that will expressly allow a company, at its option, to include a summary in its Form 10–K, provided that each item in the summary includes a hyperlink cross-reference to the related material […]
by Cydney Posner This week, the House passed the “Disclosure Modernization and Simplification Act of 2014.” Among other things, the bill would require the SEC: To adopt regs to permit issuers to submit a summary page to the Form 10-K that cross-references to the related material contained in the Form […]
by Cydney Posner I loved this column from Compliance Week by Scott Taub, former deputy chief accountant and former acting chief accountant at the SEC. It’s full of common sense ideas about how to shorten 10-Ks and 10-Qs, both of which seem to grow exponentially longer every year. Making them shorter […]
by Cydney Posner Yesterday, the SEC announced that it had sanctioned ten companies (generally, smaller reporting companies traded on OTC Link) for failing to make required Form 8-K disclosures related to financings and unregistered stock sales. Individual penalties were either $25,000 or $50,000, being paid to the SEC in installments.