SEC/CORPORATE -
SEC Division of Corporation Finance Issues C&DIs on Omission of Third Year From MD&A -
As previously discussed in the April 12, 2019 edition of Corporate & Financial Weekly Digest, the Securities and...more
2/3/2020
/ Anti-Money Laundering ,
Bank Holding Company Act ,
C&DIs ,
CFTC ,
Final Rules ,
Financial Statements ,
Incorporation by Reference ,
MD&A Statements ,
NIST ,
OCIE ,
Registration Statement ,
Securities and Exchange Commission (SEC) ,
Transitional Arrangements ,
UK Brexit
SEC/CORPORATE -
SEC Division of Corporation Finance Issues C&DIs Regarding Inline XBRL -
On August 20, the staff of the Division of Corporation Finance (the staff) of the Securities and Exchange Commission released...more
8/26/2019
/ C&DIs ,
CFTC ,
Cryptocurrency ,
Derivatives ,
Enforcement Actions ,
European Commission ,
European Securities and Markets Authority (ESMA) ,
FDIC ,
Investment Adviser ,
Proxy Season ,
Proxy Voting Guidelines ,
Regulation FD ,
Securities and Exchange Commission (SEC) ,
XBRL Filing Requirements
SEC/CORPORATE -
SEC Issues C&DI on Disclosure of Self-Identified Director Diversity Characteristics -
On February 6, the staff of the Division of Corporation Finance of the Securities and Exchange Commission released...more
2/11/2019
/ C&DIs ,
Central Counterparties ,
Corporate Governance ,
Depository Institutions ,
EMIR ,
EU ,
EU Central Securities Depository Directive ,
Memorandum of Understanding ,
MiFIR ,
No-Deal Brexit ,
Office of Financial Sanctions Implementation (OFSI) ,
Securitization ,
UK Brexit
SEC/CORPORATE -
SEC Division of Corporation Finance Issues C&DIs on Proxy Rules and Proxy Statements, Overhauling Telephone Interpretations Manual -
On May 11, the staff of the Division of Corporation Finance of the...more
SEC/CORPORATE -
SEC Guidance Expanding Exclusions for Non-GAAP Information -
The Securities and Exchange Commission’s Division of Corporation Finance issued two new Compliance and Disclosure Interpretations (C&DI),...more
5/14/2018
/ C&DIs ,
Customer Due Diligence (CDD) ,
EU ,
FinTech ,
Institutional Shareholder Services (ISS) ,
Non-GAAP Financial Measures ,
Portal ,
Recovery Plans ,
Regulation S-K ,
Securities and Exchange Commission (SEC) ,
UK
FASB Ceases Work on Proposal To Amend Definition of “Materiality” for US GAAP -
As previously discussed in the September 1edition of Corporate & Financial Weekly Digest, the Financial Accounting Standards Board (FASB) had...more
12/4/2017
/ C&DIs ,
Corporate Governance ,
Due Diligence ,
FinCEN ,
GAAP ,
Institutional Shareholder Services (ISS) ,
Proxy Season ,
Proxy Voting Guidelines ,
Rule 701 ,
UK Brexit ,
Virtual Currency
SEC/CORPORATE -
SEC Division of Corporation Finance Issues C&DI Clarifying Exemptions for Non-GAAP Information in Forecasts for M&A Transactions -
On October 17, the staff of the Securities and Exchange Commission’s...more
11/6/2017
/ C&DIs ,
Commission Delegated Regulation ,
Consolidated Audit Trail ,
EU ,
Financial Conduct Authority (FCA) ,
Futures ,
Margin Requirements ,
No-Action Relief ,
Non-GAAP Financial Measures ,
Regulation S-K ,
UK
SEC/CORPORATE -
SEC and Division of Corporation Finance Issue New Pay Ratio Disclosure Guidance -
On September 21, the Securities and Exchange Commission (SEC) issued an interpretive release (available here) regarding...more
10/2/2017
/ C&DIs ,
Congressional Investigations & Hearings ,
Consolidated Audit Trail ,
Designated Contract Markets (DCMs) ,
EURIBOR ,
Libor ,
MiFID II ,
Pay Ratio ,
Regulation S-K ,
Securities and Exchange Commission (SEC) ,
Tick Size
SEC/CORPORATE -
Implementation of Pay Ratio Disclosure Requirement Not Expected to Be Delayed -
On September 15, at the ABA Business Law Section Annual Meeting, the Securities and Exchange Commission (SEC) Division of...more
9/25/2017
/ C&DIs ,
Collateralized Debt Obligations ,
Commodity Trading Advisors (CTAs) ,
CPOs ,
Disclosure Requirements ,
EU ,
Executive Compensation ,
Financial Conduct Authority (FCA) ,
MiFID II ,
Mortgage-Backed Securities ,
No-Action Relief ,
Pay Ratio ,
Regulation A ,
Regulation S-K ,
UK
SEC/CORPORATE -
SEC Division of Corporation Finance Issues New and Updated C&DIs on Omission of Financial Information from Draft Registration Statements -
Since the adoption of the Fixing America’s Surface...more
9/5/2017
/ C&DIs ,
Corporate Issuers ,
Emerging Growth Companies ,
EU ,
Executive Compensation ,
Interpretive Opinions ,
Investment Adviser ,
Investment Funds ,
Materiality ,
MiFID II ,
Registration Statement ,
UK
SEC/CORPORATE -
SEC Division of Corporation Finance Provides Update on Conflict Minerals Rule -
On April 7, the Securities and Exchange Commission Division of Corporation Finance (the Division) issued a statement...more
4/17/2017
/ AML/CFT ,
C&DIs ,
Conflict Mineral Rules ,
Crowdfunding ,
Form SD ,
Futures Commission Merchants (FCMs) ,
Guidance Update ,
JOBS Act ,
No-Action Letters ,
Sanctions ,
UK Brexit
SEC/CORPORATE -
SEC Division of Corporation Finance Issues 35 New C&DIs Regarding Foreign Private Issuers, QIBs and Offshore Offerings -
On December 8, the staff (Staff) of the Securities and Exchange Commission’s...more
12/19/2016
/ Australia ,
Banking Examinations ,
C&DIs ,
Central Counterparties ,
Counterparties ,
EU ,
FDIC ,
Foreign Private Issuers ,
Mexico ,
No-Action Relief ,
Regulation S ,
Transitional Arrangements ,
UK Brexit
ISS Releases 2017 Proxy Voting Guideline Updates -
On November 21, ISS published its 2017 Proxy Voting Guideline Updates, which will be in effect for meetings held on or after February 1, 2017. The US 2017 updates cover...more
12/5/2016
/ C&DIs ,
CFTC ,
EU ,
European Commission ,
Financial Conduct Authority (FCA) ,
Forex ,
Glass Lewis ,
Institutional Shareholder Services (ISS) ,
NFA ,
Proxy Season ,
UK ,
UK Brexit
SEC/CORPORATE -
SEC Division of Corporation Finance Issues Revised and Additional C&DIs Relating to Form S-8 -
On November 9, the Division of Corporation Finance of the Securities and Exchange Commission issued two...more
11/21/2016
/ Banking Sector ,
Broker-Dealer ,
C&DIs ,
CCPs ,
CFTC ,
Derivatives Clearing Organizations ,
EMIR ,
EU ,
European Securities and Markets Authority (ESMA) ,
FDIC ,
Proxy Season ,
Recordkeeping Requirements ,
Securities and Exchange Commission (SEC) ,
SRO ,
Stress Tests
SEC Issues New C&DI Relating to Submission of Annual Reports to SEC -
On November 2, the Division of Corporation Finance (Division) of the Securities and Exchange Commission issued a new Compliance and Disclosure...more
11/14/2016
/ C&DIs ,
Canada ,
Chief Compliance Officers ,
Corporate Governance ,
EU ,
Forex ,
MiFID II ,
MiFIR ,
Passporting ,
Pay-for-Performance ,
Proxy Season ,
UK ,
UK Brexit
SEC/CORPORATE -
SEC Division of Corporation Finance Issues C&DIs on Exempt Offerings Under Rule 701 and Sales of Securities Under Rule 144(d) -
On October 19, the staff of the Division of Corporation Finance of...more
SEC/CORPORATE –
SEC Division of Corporation Finance Issues Five Additional C&DIs Relating to Pay Ratio Disclosure Rule –
On October 18, the Securities and Exchange Commission’s Division of Corporation Finance...more
10/24/2016
/ C&DIs ,
Capital Acquisition Broker (CAB) ,
EU ,
Money Market Funds ,
Pay Ratio ,
Regulation S-K ,
Remuneration ,
RTO ,
TRACE ,
UCITS ,
UK
BREXIT UPDATE -
Nathaniel Lalone, a Financial Services partner at Katten Muchin Rosenman UK LLP, will continue to share his insight into the evolution of the relationship between the United Kingdom and European Union in...more
7/18/2016
/ Block Trades ,
C&DIs ,
Comment Period ,
EU-US Privacy Shield ,
GAAP ,
IFRS ,
Proposed Regulation ,
Qualified Client ,
Securities and Exchange Commission (SEC) ,
Security-Based Swaps ,
UK Brexit
SEC/CORPORATE -
SEC Division of Corporation Finance Issues 12 New and Revised C&DIs Regarding Non-GAAP Measures -
As noted in the May 13 edition of Corporate and Financial Weekly Digest, SEC Chair Mary Joe White,...more
5/23/2016
/ Auditors ,
C&DIs ,
Cybersecurity ,
EU ,
Financial Conduct Authority (FCA) ,
Mary Jo White ,
MiFID ,
MiFIR ,
Non-GAAP Financial Measures ,
PCAOB ,
Residual Interest ,
Securities and Exchange Commission (SEC) ,
UK
Since the adoption of the Fixing America’s Surface Transportation Act (FAST Act) on December 4, 2015, the Division of Corporation Finance (Division) of the Securities and Exchange Commission has issued six Compliance and...more
SEC/CORPORATE -
PCAOB Adopts New Rules Requiring Disclosure of Participants in an Audit -
On December 15, 2015, the Public Company Accounting Oversight Board (PCAOB) adopted new rules and related amendments to...more
As previously reported, President Obama signed into law the Fixing America’s Surface Transportation Act (FAST Act) on December 4. The transportation bill includes several provisions related to securities laws and...more
SEC/CORPORATE SEC Division of Corporation Finance Issues New C&DIs on FAST Act -
As previously reported, President Obama signed into law the Fixing America’s Surface Transportation Act (FAST Act) on December 4. The...more
On August 6, the Staff of the Division of Corporate Finance of the Securities and Exchange Commission (Staff) released new Compliance and Disclosure Interpretations (C&DIs) relating to “general solicitation” under Rule 502(c)...more
In this issue:
- SEC Division of Corporation Finance Issues New C&DI Related to Resales Under Regulation S
- SEC Announces Proxy Voting Roundtable
- CFTC Staff Issues No-Action Relief From Certain...more
2/2/2015
/ AIFM ,
Anti-Money Laundering ,
Brokers ,
C&DIs ,
CFTC ,
Clawbacks ,
CME NYMEX ,
EU Directive ,
Forex ,
Insider Trading ,
Major Swap Participants ,
Netherlands ,
No-Action Relief ,
Proxy Voting Guidelines ,
Regulation S ,
Reporting Requirements ,
Securities and Exchange Commission (SEC) ,
Swap Dealers ,
UK