Tag: SEC

SEC permits use of Inline XBRL — will it be enough to make XBRL great?

by Cydney Posner Until now, companies have been required to provide the financial statements accompanying their periodic and current reports in “structured,” i.e., machine-readable, format using XBRL and to provide this XBRL data as an exhibit to their filings. Today, the SEC issued an order allowing companies, on a voluntary […]

Could disclosure avert a decline in investment in human capital?

by Cydney Posner Much attention has been paid to the decline in spending on R&D and capital investments attributed to short-termist myopia. Hedge fund activists have been impugned for pressuring companies to return capital to shareholders in the form of buybacks and dividends at the expense of funding R&D and […]

No, please, not another summary!

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 […]

Increasing prevalence of non-GAAP measures in proxy statements

by Cydney Posner According to the WSJ, 2016 saw the biggest gap since 2009 between non-GAAP pro forma results and GAAP results. But non-GAAP measures are not just proliferating in earnings releases, they are also proliferating in proxy statements.  The WSJ article reports that, according to Audit Analytics, the term […]

SEC posts Regulatory Flexibility Agenda for 2017

by Cydney Posner As noted in Broc’s blog on thecorporatecounsel.net, the SEC has posted its  Regulatory Flexibility Agenda for 2017.  And, as Broc observes, these agendas are, to borrow his characterization, purely “aspirational,” and do not commit the SEC to take any of the actions identified or preclude its taking […]

SEC posts new and revised CDIs on non-GAAP financial measures

by Cydney Posner The SEC’s verbal blitzkrieg on abuses of non-GAAP financial measures has finally made its way into some new and revised CDIs. As discussed in this PubCo post, in early May, SEC Deputy Chief Accountant Wesley Bricker, speaking before the 2016 Baruch College Financial Reporting Conference, emphasized that the […]

SEC approves PCAOB rule requiring identification of audit engagement partner on Form AP

by Cydney Posner On Monday, the SEC approved PCAOB rules requiring that, for each audit report, audit engagement partners be named on a new Form AP. The form will also disclose the names and Firm IDs, locations and extent of participation of any other accounting firms, outside of the principal auditor, […]

SEC staff continues to admonish companies on problematic use of non-GAAP measures

by Cydney Posner In remarks today before the 2016 Baruch College Financial Reporting Conference, SEC Deputy Chief Accountant Wesley Bricker discussed one of the SEC’s topics du jour, non-GAAP reporting.  Recently, the SEC and staff (Chair White, Chief Accountant James Schnurr, Corp Fin Director Keith Higgins) have been barnstorming the […]

SEC adopts final rule amendments completing rulemaking mandate under the JOBS Act

by Cydney Posner Yesterday, the SEC adopted final rule amendments to implement certain sections of the JOBS Act and the FAST Act. The amendments were adopted substantially as proposed in December 2014 (and once again without holding an open SEC meeting).  The amendments revise SEC rules to reflect the new, […]

OECD issues New Edition of OECD Due Diligence Guidance on conflict minerals and declassifies Report on Implementation of Guidance

by Cydney Posner Just in time for those Forms SD and conflict minerals reports, due May 31, the OECD has posted a new  edition of the OECD Due Diligence Guidance for Responsible Supply Chains of Minerals from Conflict-Affected and High-Risk Areas, Third Edition. The third edition states that it “provides […]