The Securities and Exchange Commission has released a letter sent in late October by its Division of Corporation Finance to the chief financial officers of certain public companies to remind them of disclosure obligations in their upcoming Form 10-Qs and subsequent filings in light of continued concerns about potential risks and costs associated with mortgage-
James B. Anderson
SEC Publishes Final Rule Removing Rating Agency Exemption from Regulation FD
On September 29, the Securities and Exchange Commission adopted an amendment, effective upon publication in the Federal Register, to remove the specific exemption from Regulation FD for issuer disclosures made to nationally recognized statistical rating organizations and credit rating agencies, as required by Section 939B of the Dodd-Frank Wall Street Reform and Consumer Protection …
SEC Outlines Planned Rulemaking Schedule to Implement Provisions of the Dodd-Frank Act
The Securities and Exchange Commission has announced its planned schedule for proposing and adopting rules and taking other action to implement the corporate governance and disclosure provisions of the Dodd-Frank Wall Street Reform and Consumer Protection Act. Certain of the Dodd-Frank Act provisions apply to proxy materials and proxy voting records that are prepared in connection with annual meetings of shareholders that occur after six months following enactment (January 20, 2011). For these provisions, the SEC intends to propose and adopt final rules prior to such date. Other corporate governance provisions of the Dodd-Frank Act are not effective until the SEC adopts rules; of these, some include dates by which the SEC must act, while others are silent. The SEC considers matters with specified dates indicative of congressional priorities and will propose and adopt rules with respect to these areas first. The SEC expects to adopt all rules with dates specified in the Dodd-Frank Act by one year following enactment (July 21, 2011). Below are the time periods set forth in the SEC’s planned rulemaking schedule and the rules to be proposed or adopted during such time periods, as well as certain related actions. Section references are to the Dodd-Frank Act.
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SEC Publishes Final Rule for Dodd-Frank Permanent Exemption of Non-Accelerated Filers from SOX 404(b) Auditor Attestation Reports
On September 15, the Securities and Exchange Commission adopted amendments to its rules and forms to conform them to new Section 404(c) of the Sarbanes-Oxley Act, as added by Section 989G of the Dodd-Frank Wall Street Reform and Consumer Protection Act. Section 404(c) provides that the auditor attestation report on internal controls over financial reporting …
SEC’s Chief Accountant Testifies on Developments in Accounting and Auditing Standards
On May 21, the Securities and Exchange Commission’s Chief Accountant, James Kroeker, testified on behalf of the SEC before the Subcommittee on Capital Markets, Insurance and Government Sponsored Enterprises of the U.S. House Committee on Financial Services. Mr. Kroeker discussed the status of the following accounting and auditing standards matters the SEC is working on with the Financial Accounting Standards Board (FASB) and the Public Company Accounting Oversight Board (PCAOB).
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