The SEC will be closed Monday, October 14 in observance of Columbus Day. The EDGAR System will not receive, process or accept filings on this day. Filings with a due date of October 14 will be due the following business day. Continue reading "SEC Closed Monday, October 14" »

On October 8th, five federal agencies, including the SEC, finalized revisions that simplify compliance requirements with the "Volcker Rule". This rule general prohibits banking entities from engaging in proprietary trading or investing in or sponsoring hedge funds or private equity funds. Under the revision, firms without significant trading activity will have simplified and streamlined compliance. Conversely, firms with significant trading activity will have to comply with more stringent rules. By statute, community banks generally are exempt from the Volcker Rule. Continue reading "Agencies Simplify Volcker Rule" »

The SEC proposed amendments to Exchange Act Rule 15c2-11 on September 26th. This rule sets certain requirements with which a broker-dealer must comply before it can publish quotations for securities in the “over-the-counter” (OTC) market. The new actions will increase availability of issuer information to enhance investor protection and modernize the governance of quotations for OTC securities by requiring that information about the issuer and the security be current and publicly available before a broker-dealer can begin quoting that security. Exchange Act Rule 15c2-11 was last substantively amended in 1991.

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On September 27th, the SEC updated its list of unregistered entities that use misleading information to solicit primarily non-U.S. investors. The Commission added 23 soliciting entities, two impersonators of genuine firms, and twelve bogus regulators.

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On September 26th, the SEC voted to adopt a new rule that extends a “test-the-waters” accommodation to all issuers. This is a popular tool that was previously only available to emerging growth companies (EGCs). With the new rule, all issuers will be allowed to measure market interest in a possible initial public offering or other registered securities offering through discussions with certain institutional investors prior to, or following, the filing of a registration statement. This new rule is one of numerous SEC initiatives that build on Jumpstart Our Business Startups Act (the “JOBS Act”) provisions, which are intended to encourage companies to access public markets.

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Version 5.1b of all applications in the GoFiler Suite has been released. This release corresponds to EDGAR Release 19.3 and wraps up the EDGAR changes that were released on Friday with version 5.1a. In this release are a few improvements as well as some corrections, namely to the XBRL Previewer and the XDX Setup Wizard to incorporate additional inline XBRL changes that were introduced with EDGAR 19.3.

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On September 30, 2019, EDGAR Release 19.3 was released by the Securities and Exchange Commission. This release included new EDGAR filing password tagging requirements and a new exhibit EX-96 (Mining Disclosure). Also new are some changes to Form N-CEN, Forms ATS-N/UA and ATS-N/CA, Form SBSE, and changes to EDGAR to accept various submission form types from deregistered investment companies.

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Version 5.1a of all applications in the GoFiler Suite has been released. This release corresponds to EDGAR Release 19.3 and contains support for 12 character EDGAR filing passwords. This release also contains a number improvements to the SGML parser to allow users to more easily open and edit HTML and XML files with extremely large tags. Also new are DQC validation rules for XBRL and other improvements and corrections for ATS-N, N-CEN and Section 16.

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On September 19, the SEC announced that it would adopt new rules and amendments under Title VII of the Dodd-Frank Wall Street Reform and Consumer Protection Act. This new rule package establishes a regulatory regime for security-based swap dealers and majority security-based swap participants by introducing recordkeeping and reporting requirements. Under the rules, these types of companies will be required to create and retain fundamental business records to document and track their operations, which will facilitate the SEC’s ability to monitor compliance and also reduce risk to investors. The existing recordkeeping and reporting requirements for broker-dealers have also been amended. Continue reading "SEC Adopts New Rules and Amendments for..." »

On September 17th, the SEC proposed rules that would update the statistical disclosures that bank and savings and loan registrants provide to investors. In addition, these changes will eliminate overlap with other SEC rules, US GAAP or IFRS. These proposed rules, which comprise a new subpart in Regulation S-K, would replace Industry Guide 3, Statistical Disclosure by Bank Holding Companies. This new subpart would include the SEC’s banking disclosure requirements.

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The SEC has released draft changes to the EDGAR Filer Manual and the EDGAR System. These changes will be incorporated into the EDGAR 19.3 release and Version 52 of the EDGAR Filer Manual – Volume II, which is scheduled for release on September 30, 2019. The draft changes include important updates to the requirements for the passwords that are used when logging into both the EDGAR Filing Website and the EDGAR Online Forms Management Website.

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The SEC has released draft 2020 updates to its taxonomies for public comment. The Commission encourages filers, investors, analysts, software service providers, and other interested parties to review proposed updates in an effort to continue to improve the process for creating and using XBRL structured financial statements.

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The SEC will be closed Monday, September 2 in observance of Labor Day. The EDGAR System will not receive, process or accept filings on this day. Filings with a due date of September 2 will be due the following business day. Continue reading "SEC Closed Monday, September 2" »

The SEC is issuing new interpretation and guidance concerning proxy rules which were promulgated by Section 14 of the Securities Exchange Act of 1934. This new guidance is the result of the SEC examining proxy voting advice provided by proxy advisory firms as possible solicitations under the federal proxy laws. In addition, the SEC has considered public comments on a variety of issues related to the proxy voting process, from numerous public concept releases to a 2018 Roundtable that invited the public to provide feedback on the use of proxy advisory firms and their activities.

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The SEC announced the first fee rate advisory for 2020 on August 23, which will take effect on October 1, 2019. Under this new rate, the fees that public companies and other issuers pay to register their securities with the SEC will be set at $129.80 per million dollars, an increase from $121.20 per million dollars.

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