News & Analysis as of

Fixing America’s Surface Transportation Act (FAST Act) MD&A Statements

Eversheds Sutherland (US) LLP

SEC proposes amendments to modernize MD&A disclosure requirements

On January 30, 2020, the United States Securities and Exchange Commission (the SEC) proposed amendments (the Proposed Amendments) to Item 303 of Regulation S-K, Management’s Discussion & Analysis of Financial Condition and...more

Nelson Mullins Riley & Scarborough LLP

SEC Disclosure Considerations for Coronavirus - Risk Factors, MD&A and Other Disclosures, Including Guidance on Labor and...

The news reports related to the spread of the coronavirus (temporary name of 2019-nCoV (“CV”)) and current and potential economic impacts from it may raise securities law disclosure issues for some companies. ...more

White & Case LLP

New SEC C&DIs Clarify Aspects of Omitting Discussion of Third Year of Financials from the MD&A

White & Case LLP on

On January 24, 2020, the SEC’s Division of Corporation Finance released three new compliance and disclosure interpretations (“C&DIs”)  related to revised Instruction 1 to Item 303(a) of Regulation S-K (“Instruction 1”),...more

Skadden, Arps, Slate, Meagher & Flom LLP

SEC Proposes Amendments To Enhance MD&A Disclosures and Issues New MD&A Interpretative Guidance

The SEC issued documents on January 30, 2020, regarding management discussion and analysis (MD&A) and other disclosures. ...more

Mayer Brown Free Writings + Perspectives

Omitting Discussion of Third Year in MD&A Sections

As discussed in earlier blog posts, as a result of various FAST Act mandated changes to Regulation S-K, which were adopted by the Securities and Exchange Commission and became effective in May 2019, a registrant may omit a...more

Dorsey & Whitney LLP

Did You Remember These Developments for the 2020 SEC Reporting Season?

Dorsey & Whitney LLP on

Preparations for annual reporting on Form 10-K and the 2020 proxy season have begun in earnest for many companies. We have summarized certain governance and disclosure developments that should be considered in the course of...more

Bracewell LLP

Guidance Recap for the Upcoming Annual Report and Proxy Season

Bracewell LLP on

As reporting companies advance in preparations of their 2019 annual report and 2020 proxy statement, this update includes a recap of some of the more significant disclosure rules adopted and other announcements published by...more

Skadden, Arps, Slate, Meagher & Flom LLP

Form 20-F for Fiscal Year 2019: What Foreign Private Issuers Should Keep in Mind

There have been significant recent developments in U.S. Securities and Exchange Commission (SEC) regulation of foreign private issuers, (FPIs) including changes that impact the annual report on Form 20-F for fiscal year 2019....more

Stinson - Corporate & Securities Law Blog

Preliminary Planning for the 2020 Proxy Season

Our preliminary list of important planning considerations for the 2020 proxy season is set forth below. Directors’ and Officers’ Questionnaires; Committee Charters - We have identified only a few possible changes to...more

Perkins Coie

SEC’s FAST Act Disclosure Simplification Amendments Effective May 2

Perkins Coie on

The Securities and Exchange Commission (SEC) recently adopted rule amendments to modernize and simplify certain disclosure requirements in Regulation S-K and related SEC rules and forms under the Securities Act of 1933, as...more

Kramer Levin Naftalis & Frankel LLP

SEC Simplifies Disclosure Requirements to Further FAST Act Mandate

The SEC has adopted rule amendments to simplify disclosure requirements consistent with its mandate under the Fixing America’s Surface Transportation (FAST) Act. ...more

BCLP

FAST Act Rule Changes for Banks

BCLP on

The SEC recently published final rules that allow publicly traded bank holding companies and banks to simplify their public disclosures and provide more meaningful information to investors. Most of the rules become effective...more

Tonkon Torp LLP

SEC Adopts Disclosure Modernization Amendments

Tonkon Torp LLP on

The US Securities and Exchange Commission recently adopted useful housekeeping rule amendments that reduce outdated, redundant, and unnecessary disclosures. The amendments are intended to reduce costs to public companies and...more

McDermott Will & Emery

Capital Markets & Public Companies Quarterly: SEC Modernization and Simplification Amendments, Guidance Regarding Board Diversity...

McDermott Will & Emery on

Although the SEC was closed during the first few weeks of the year, they came back strong to close out the quarter with a flurry of final and proposed rulemakings. Over the first quarter of 2019, the SEC adopted additional...more

McDermott Will & Emery

SEC Adopts Modernization and Simplification of Regulation S-K

McDermott Will & Emery on

On March 20, 2019, the SEC adopted amendments to existing rules that, among other provisions, permit the omission of certain confidential information from material contracts without separately requesting confidential...more

Morrison & Foerster LLP

SEC Adopts FAST Act Amendments to Streamline Disclosure Requirements

On March 20, 2019, the Securities and Exchange Commission (the “Commission”) adopted rule amendments to modernize and simplify certain disclosure requirements in Regulation S-K and related rules and forms. These amendments...more

Dorsey & Whitney LLP

Summary of SEC’s FAST Act Amendments and Additional Guidance on Confidential Treatment Requests

Dorsey & Whitney LLP on

The Securities and Exchange Commission finalized amendments to its regulations to modernize and simplify disclosure requirements for public companies, investment advisors and investment companies, consistent with the...more

Hogan Lovells

SEC adopts rule amendments under the FAST Act to modernize and simplify disclosure

Hogan Lovells on

On March 20, the SEC voted to adopt amendments to Regulation S-K and related rules and forms in accordance with its mandate under the Fixing America’s Surface Transportation Act (FAST Act) to modernize and simplify disclosure...more

Cozen O'Connor

SEC Adopts Amendments for FAST Act Modernization and Simplification of Regulation S-K

Cozen O'Connor on

The Securities and Exchange Commission (SEC) recently adopted amendments to modernize and simplify Regulation S-K and its forms. These amendments were based on the SEC’s November 23, 2016, report to Congress and serve to...more

White & Case LLP

SEC Adopts Amendments to Modernize and Simplify Disclosure Requirements - And Provides Guidance on the Significantly Streamlined...

White & Case LLP on

On March 20, 2019, the SEC voted to adopt amendments to modernize and simplify disclosure requirements for public companies, investment advisers, and investment companies. The amended rules, which are based on amendments...more

Jones Day

SEC Adopts FAST Act Amendments to Modernize and Simplify Disclosure Requirements

Jones Day on

The Situation: The U.S. Securities and Exchange Commission ("SEC") adopted amendments to modernize and simplify disclosure requirements in Regulation S-K and certain related rules and forms. The Result: The amendments seek...more

Sullivan & Worcester

SEC Simplifies Disclosure Requirements for Public Companies

Sullivan & Worcester on

The Securities and Exchange Commission recently adopted amendments to modernize and simplify disclosure requirements for public companies. The changes made will have a broad impact on many rules and forms, primarily by...more

Foley & Lardner LLP

SEC Modernizes and Simplifies Disclosure Requirements

Foley & Lardner LLP on

On March 20, 2019, the U.S. Securities and Exchange Commission (SEC) announced it had adopted a series of amendments to improve the readability and navigability of company disclosures, and to discourage the disclosure of...more

Mayer Brown Free Writings + Perspectives

SEC Adopts Rules to Modernize and Simplify Disclosure

On March 20, 2019, the US Securities and Exchange Commission (SEC) adopted amendments intended to modernize and simplify certain disclosure requirements of Regulation S-K and related rules and forms. The amendments represent...more

Pillsbury Winthrop Shaw Pittman LLP

SEC Adopts Amendments to Modernize and Simplify Disclosure Requirements

As mandated by the 2015 FAST Act, the amendments will simplify disclosure requirements, reduce costs and burdens and improve access to information. The amendments will provide for the redaction of confidential and...more

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