Request for Comment on Regulation S-X

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The SEC recently published a request for comment on Regulation S-X (see:  http://www.sec.gov/rules/other/2015/33-9929.pdf), which signals an important step in the Commission’s continuing review of disclosure requirements.  The request for comment is focused on financial statement disclosures for entities other than a registrant, such as, for example, financial statements for an acquired business, financial statements for a non-wholly owned entity, and financial statements for a guarantor.  In the context of acquisitions, the request for comment asks about the Rule 3-05 financial statements and the utility of pro forma information, as well as the significance tests for determining whether financial statements of a target or acquired entity are required to be provided.

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