On March 31st, the Financial Accounting Standards Board (FASB) issued an Accounting Standards Update (ASU) in which a new standard addresses troubled debt restructuring (TDR) and vintage disclosures. The update is designed to provide investors with sufficiently detailed disclosures so they may gather useful information about certain loan refinancings, restructurings, and write-offs. The new ASU undertakes remarks submitted by investors and other stakeholders during the post-implementation review of the credit losses standard. The revisions both create a single model for loan modification accounting by creditors and provide enhanced write-off disclosures and loan modification. Continue reading "FASB Broadens Disclosure Requirements and..." »

On April 8, 2022, the SEC released the required notice regarding new fee rates in compliance with Section 31 of the Securities Exchange Act of 1934. Starting on May 14, 2022, the fee rates applicable to most securities transactions will be set at $22.90 per $1 million. These adjustments do not directly affect the amount of funding available to the SEC. Self-regulatory organizations will continue to pay the SEC a rate of $5.10 per million for covered sales occurring on charge dates until May 13, 2022 and then a rate of $22.90 per million for covered sales occurring on charge dates on or after May 14, 2022. For more information on the term “charge date”, refer to Rule 31(a)(3) and Exchange Act Release No. 49928 on the SEC’s website. Continue reading "SEC Issues Fee Rate Advisory #1 for Fiscal Year..." »

On April 6th, the SEC proposed new Regulation SE under the Securities Exchange Act of 1934. The rules would establish the process for an entity to register with the SEC as a security-based swap execution facility (SBSEF) and introduce a new form required for registration. Continue reading "SEC Proposes Rules to Reform Registration and..." »

The Financial Accounting Standards Board (FASB) has released an Accounting Standards Update (ASU) designed to promote synergy between hedge accounting and an organization’s risk management procedures. The latest ASU builds on the FASB’s 2017 issuance of a hedging standard which improved alignment between the two entities. The earlier standard also increased transparency concerning how results of hedging activities are presented – on the face of the financial statements and in the footnotes – for investors and analysts when hedge accounting is applied. Continue reading "FASB Enhances and Broadens Hedge Accounting" »

XBRL US will host a webinar entitled “Understanding the New FERC Taxonomy - Time to Focus!”, at which the recently completed Taxonomy from the Federal Energy Regulatory Commission (FERC) will be discussed. The FERC Taxonomy has been modified in answer to comments submitted by FERC filers and software providers. The 60-minute webinar will take place on Wednesday, April 13, 2022, at 2:00 p.m. ET {expires: 2022-04-14} Continue reading "XBRL US to Hold Virtual Seminar Focused on the..." »

On March 30, the SEC’s Division of Examinations issued its annual examination priorities, the publication that provides an overview of the Division’s risk-based approach, including the areas it believes present potential risks to investors and the integrity of the US capital markets. When compiling the examination priorities, the Division leans heavily on its four pillars: promoting and improving compliance, preventing fraud, monitoring risks, and informing policy. Continue reading "SEC Staff Announces 2022 Examination Priorities" »

On March 30, the SEC announced that it is proposing rules to improve disclosure and investor protection in initial public offerings (IPOs) by special purpose acquisition companies (SPACs) and in business combination transactions involving shell companies and private operating companies. The SEC also is proposing rules that would address matters concerning projections made by SPACs and their target companies. Finally, the SEC is proposing to require SPACs to tag all information disclosed under Subpart 1600 of Regulation S-K in a structured, machine-readable data language, in particular, Inline XBRL. Continue reading "SEC Announces Rule Proposals to Improve..." »

The SEC’s Division of Trading and Markets will hold a meeting via webcast on sec.gov to discuss and consider whether to propose rules under the Securities Exchange Act of 1934 for the registration and regulation of security-based swap execution facilities (SBSEFs) and related topics and concerns. The Division also is proposing rules that would address the cross-border application of registration and execution requirements for security-based swaps. In addition, the proposed rules would decrease conflicts of interest at SBSEFs and national securities exchanges that trade security-based swaps. The meeting is free, open for the public to attend, and will take place on Wednesday, April 6, 2022, and will begin at 10:00 a.m. ET. {expires: 2022-04-07} Continue reading "SEC Staff to Host Open Meeting to Discuss Rules..." »

On March 28th, the SEC announced that it is proposing new rules that would add clarity to certain terminology currently included in the Securities Exchange Act of 1934 (Exchange Act). New rules 3a5-4 and 3a44-2 under the Exchange Act will further define the phrase,“as a part of a regular business”, in Sections 3(a)(5) and 3(a)(44) of the Exchange Act to identify specific activities that would lead individuals who engage in such activities to act as “dealers” or “government securities dealers” subject to the registration requirements of Sections 15 and 15C of the Act, respectively. Continue reading "SEC Proposes Rules to Clarify Certain..." »

On March 21, 2022, EDGAR Release 22.1 was released by the SEC. The release included the addition of a new submission form type to EDGARLink Online, orders granting substituted compliance regarding Rule 18a-7, and a new exhibit “EX-99.36 Form 7-R” added to submission form types SBSE-A and SBSE-A/A. The release also updated the EDGAR Filer Manual Appendices B, F and D and made revisions to filing fee disclosure, payment methods, and tagging requirements for Forms N-3, N-4, and N-6 in iXBRL.
Continue reading "SEC Issues EDGAR 22.1" »

On March 21st, the SEC upgraded the EDGAR system to Release 22.1. The system now supports the 2022 reporting taxonomies, which are the final versions of the draft taxonomies that were posted by SEC staff for public comment on September 1, 2021. Refer to the final 2022 taxonomies’ Release Notes for details of the changes. Continue reading "SEC Releases 2022 XBRL Taxonomies Update" »

On March 23, the SEC announced that it is proposing amendments to remove references to credit rating agencies from current exceptions included in Regulation M. The rules that comprise Regulation M are intended to maintain the pricing integrity of the securities trading markets by prohibiting issuers, distribution participants, selling security holders, and any of their affiliated purchasers from taking part in activities that could inorganically influence the market for an offered security. The proposed changes would also implement new standards to replace the current standard gauges for credit-worthiness and add new record-keeping requirements in certain cases. Continue reading "SEC Announces Proposed Amendments to Remove..." »

On March 25, 2022, the FERC voted to solicit feedback on two policy statements it issued in February 2022. The statements provide guidance regarding the certification of interstate natural gas pipelines and consideration of greenhouse gas (GHG) emissions in natural gas project reviews. In February, the FERC issued an update to its 1999 Certificate Policy Statement and also published an interim policy statement that highlighted the FERC’s evaluation of the impact of a project’s GHG emissions. Continue reading "FERC Solicits Feedback on Draft Policy..." »

The SEC’s Divisions of Corporation Finance and Investment Management will host a meeting via webcast on sec.gov to discuss whether to propose amendments concerning special purpose acquisition companies, shell companies, and the use of projections in SEC filings. The staff will also consider a rule addressing the status of special purpose acquisition companies under the Investment Company Act of 1940. The meeting is free, open for the public to attend, and will take place on Wednesday, March 30, 2022 at 11:30 a.m. ET. {expires: 2022-03-31} Continue reading "SEC Staff to Hold Meeting to Discuss Special..." »

On March 21st, the SEC announced that it is proposing amendments to its rules under the Securities Act and Securities Exchange Act that would make it mandatory for domestic and foreign registrants to include specific climate-related data in their annual reports and registration statements. This data would need to be disclosed in a structured data format. The proposal is open for public comment. Continue reading "SEC Proposes Rule Amendments to Improve..." »