SEC Issues Sample Comment Letter Regarding Crypto Risks

Another indication that regulators are on high alert for further fallout in the wake of the collapse of major crypto firms. Read More ›

SEC Sample Comment Letters – A Helpful Resource for Preparing Annual Reports and Registration Statements

Review of the Division of Corporation Finance’s Sample Comment Letters Can Help Guide Issuers in Preparing Their SEC Filings Read More ›

Finding Your Post-COVID Principal Executive Offices

The SEC has recently permitted public companies with remote-first operations to circumvent the requirement that they report an address and phone number for their principal executive offices on the cover page of their Form S-1 registration statements. Is this a reflection of the “new normal” and, if so, has the SEC answered through these filings the fundamental question whether there is any longer a purpose for disclosing the location of a registrant’s principal executive offices? Read More ›

The SEC Reminds Public Companies that All Filings Must Be Truthful and Complete, Even Form NTs to Extend a Periodic Report Deadline for a Few Days

Attacking information asymmetry between management and shareholders, the SEC charged eight companies for failing to disclose in Form 12b-25 filings that their reason for seeking a delayed annual or quarterly report was an anticipated restatement or correction of prior financial reporting. Public companies should be reminded that all filings – even arguably minor ones like Form NT – must be truthful and complete. Read More ›

SEC Announces That It Will Aggressively Scrutinize Issuer’s Climate Change Disclosure

Issuers Need to be Prepared to Provide More Accurate and Consistent Disclosures of the Material Risks Associated with Climate Change Read More ›

SEC Provides Temporary Relief and Guidance Due to COVID-19 Pandemic

Publicly traded companies need to consider COVID-19’s effect on disclosure obligations

Reminders for the 2019 Form 10-K and Proxy Season

New SEC rules adopted in 2018 simplify certain disclosure requirements and amend the definition of smaller reporting company. Read More ›

Practice Pointers for Better Disclosure of Director and Executive Officer Professional Biographies in SEC Filings

This post first appeared in Securities Regulation Daily, a Wolters Kluwer publication, on August 29, 2017.

Item 401 of Regulation S-K requires that companies disclose the business experience of its directors, officers, nominees and significant employees in order for investors and stockholders to evaluate the management of a public company Read More ›

Head’s Up! 2016 Form 10-K Filing Deadlines and Related Dates to Keep in Mind

Print out and save these pages containing important SEC reporting deadlines for upcoming filings by calendar - fiscal year end public companies. Read More ›

June 30 is Coming - What Filer Are You?

The SEC has established four categories of filers with varying public float thresholds that are determined as of June 30 for reporting companies with calendar-fiscal years. Read More ›