News & Analysis as of

Securities and Exchange Commission (SEC) Registration Statement Disclosure Requirements

Morrison & Foerster LLP

A Comparative Analysis of 2022 and 2023 SEC Comments Issued to REITs

In recent years, the Securities and Exchange Commission (SEC) has increased its scrutiny of disclosure in public filings, as evidenced by an increase in the number of comments issued to public reporting companies. This trend...more

Moore & Van Allen PLLC

SEC Climate Rules Create Unique Challenges For CRE

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On March 6, the U.S. Securities and Exchange Commission adopted long-awaited final rules detailing climate-related disclosures required of public companies in their annual reports and registration statements. Originally...more

Wilson Sonsini Goodrich & Rosati

[Webinar] SEC Climate Disclosures - March 27th, 9:00 am - 10:00 am PT

Please join us for a practical session on the requirements of the U.S. Securities and Exchange Commission’s (SEC) final climate-related disclosure rules and considerations for companies navigating these disclosures. On...more

Goldberg Segalla

New SEC Climate Disclosure Mandate Faces Pushback

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The U.S. Securities and Exchange Commission last week approved the implementation of standardized climate disclosure rules (posted here) for publicly traded companies and in public offerings. No longer can companies simply...more

Goodwin

The Coming Storm: Preparing for The SEC's Final Climate-Related Disclosure Rules

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On March 6, 2024, the U.S. Securities and Exchange Commission (SEC) adopted final rules that will require expansive new climate-related disclosures in Form 10-K and Form 20-F annual reports and most registration statements....more

Latham & Watkins LLP

SEC Adopts Final Climate-Related Disclosure Rules

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On March 6, 2024, in a 3-2 vote, the US Securities and Exchange Commission (SEC) adopted final rules requiring registrants to disclose certain climate-related information in registration statements and annual reports. ...more

Fenwick & West LLP

SEC’s New Disclosure Rules Impact SPACs and Target Companies

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Almost two years after the publication of proposed rules (the Proposed Rules) on March 30, 2022, the SEC has adopted final rules (the Final Rules) to enhance disclosure and expand liability in initial public offerings by...more

Cadwalader, Wickersham & Taft LLP

Survey: Companies Preparing to Comply with SEC’s Proposed Climate Disclosure Rule Even Though Not Final

According to a new survey, most large companies are preparing to comply with the Securities and Exchange Commission’s (SEC) proposed climate disclosure rule even though it is not final, but many business leaders are concerned...more

Skadden, Arps, Slate, Meagher & Flom LLP

Investment Management Update - October 2022

In this issue, we cover regulatory developments impacting the investment management sector, including the Securities and Exchange Commission’s (SEC’s) focus on the annual 15(c) advisory contract approval process for fund...more

Jones Day

U.S. Securities and Exchange Commission Releases Proposed Rule on Climate Risk Disclosure

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As previously reported, on March 21, 2022, the U.S. Securities and Exchange Commission ("SEC") proposed amendments to Regulations S-K and S-X that would require registrants to provide certain climate-related information in...more

Jenner & Block

The SEC’s Proposed Climate-Related Disclosure Rules: Are They the “Core Bargain,” a “Watershed Moment,” or “Undermin[ing] the...

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Earlier last week, the Securities and Exchange Commission (“SEC”) approved the issuance of proposed new disclosure rules [cited as “PR, p. __”], titled The Enhancement and Standardization of Climate-Related Disclosures for...more

Proskauer - Corporate Defense and Disputes

SEC Proposes Broad New Climate Change Disclosure Requirements

In a 500-page release, the SEC has proposed significant new public company climate change disclosure requirements for both domestic companies and foreign private issuers, including the actual and potential impacts of climate...more

Jenner & Block

The SEC’s Proposed Climate-Related Disclosure Rules: Are They the “Core Bargain, ” a “Watershed Moment, ” or “Undermin[ing] the...

Jenner & Block on

Earlier this week, the Securities and Exchange Commission (“SEC”) approved the issuance of proposed new disclosure rules [cited as “PR, p. __”], titled The Enhancement and Standardization of Climate-Related Disclosures for...more

Stinson - Corporate & Securities Law Blog

SEC Proposes Rules to Enhance and Standardize Climate-Related Disclosures

The SEC has proposed rules that would require registrants to provide certain climate-related information in their registration statements and annual reports. The proposed rules would require information about a registrant’s...more

Proskauer - Blockchain and the Law

SEC Halts DAO’s Registration of Two Stable Tokens as Securities, Alleging Material Deficiencies in the Disclosure

On November 10, 2021, the SEC announced that it had instituted proceedings against a Wyoming-based decentralized autonomous organization (DAO) to halt its registration of two digital tokens, alleging that disclosure in the...more

Pillsbury Winthrop Shaw Pittman LLP

SEC Takes Aim at SPACs

March Madness extends into April as the Commission markedly increases its focus on SPACs. Surprise pronouncements call into question use of the PSLRA safe harbor for projections and accounting treatment for warrants....more

Proskauer Rose LLP

SEC Amends MD&A Disclosure Rules and Trims Financial Disclosure Requirements

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On November 19, 2020, the Securities and Exchange Commission (SEC) adopted amendments to Regulation S-K that update and streamline its rules governing Management’s Discussion and Analysis of Financial Condition and Results of...more

Goodwin

OCC Proposes Rules for CRA Benchmarks and Fair Access

Goodwin on

In the News. The Office of the Comptroller of the Currency (OCC) issued a long-awaited rule seeking comment on its proposed approach to determine the Community Reinvestment Act (CRA) evaluation measure benchmarks, retail...more

Sullivan & Worcester

MD&A and Related Amendments

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The SEC has adopted amendments to Regulation S-K to revise the rules for MD&A and eliminate the requirement for selected financial data in SEC filings. According to the SEC, "The amendments are intended to enhance the focus...more

Dorsey & Whitney LLP

SEC Staff Releases FAQs on Regulation S-K Amendments

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In response to commonly asked questions, the SEC staff has released three FAQs  related to amendments to the business description, legal proceedings and risk factor disclosure requirements in Regulation S-K Items 101, 103,...more

Mayer Brown Free Writings + Perspectives

Transitional FAQs Regarding Amended Regulation S-K Items 101, 103 and 105

As we previously reported, the SEC’s amendments to certain provisions of Regulation S-K, including Risk Factors, become effective on Monday, November 9, 2020.  The Staff of the SEC’s Division of Corporation Finance has...more

Goodwin

SEC Adopts Third Round of Disclosure Modernization

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The Securities and Exchange Commission has adopted the third group of amendments to its disclosure requirements, originally proposed in August 2019 and discussed in an earlier Goodwin client alert. The amendments, which are...more

Ballard Spahr LLP

SEC Adopts Rule Amendments to Modernize Certain Disclosures Under Regulation S-K

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By a 3-2 vote, the U.S. Securities and Exchange Commission (SEC) has adopted amendments designed to modernize the disclosure requirements involving description of business (Item 101), legal proceedings (Item 103), and risk...more

Proskauer Rose LLP

SEC Adopts a More Principles-Based Approach to Public Company Disclosure Requirements

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On August 26, 2020, the Securities and Exchange Commission adopted amendments to Regulation S-K that simplify and modernize the disclosure requirements relating to description of business, legal proceedings, and risk factors,...more

Akin Gump Strauss Hauer & Feld LLP

SEC Votes to Adopt Rule Amendments to Modernize Disclosures of Business, Legal Proceedings, and Risk Factors Under Regulation S-K

On August 26, 2020, the Securities and Exchange Commission (SEC) voted to adopt amendments that modernize the description of business (Item 101), legal proceedings (Item 103) and risk factor disclosures (Item 105) that...more

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