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SEC adopts rules to modernize and simplify disclosure

Laura D. Richman (Chicago, Illinois, USA office)
David S. Bakst (New York, New York, USA office)
Robert F. Gray (Houston, Texas, USA office)
Michael L. Hermsen (Chicago, Illinois, USA office)
Anna T. Pinedo (New York, NY, USA office)
David A. Schuette (Chicago, Illinois, USA office of Mayer Brown LLP)

Journal of Investment Compliance

ISSN: 1528-5812

Article publication date: 27 June 2019

Issue publication date: 23 July 2019

Abstract

Purpose

To describe the modernization and simplification amendments of certain disclosure requirements of Regulation S-K and related rules and forms recently adopted by the US Securities and Exchange Commission (SEC).

Design/methodology/approach

This article provides an overview of the amendments, their effective dates and related practical considerations for companies.

Findings

The amendments cover many provisions within Regulation S-K and affect various forms that rely on the integrated disclosure requirements of Regulation S-K. The amendments are designed to enhance the readability and navigability of SEC filings, to discourage repetition and disclosure of immaterial information and to reduce the burdens on registrants, all while still providing material information to investors. The amendments contain several changes relating to confidential information contained in exhibits. For consistency, parallel amendments have been adopted to rules other than Regulation S-K, as well as to forms for registration statements and reports.

Practical implications

Most of the amendments are effective May 2, 2019. The amendments relating to the redaction of confidential information in certain exhibits became effective April 2, 2019. Given these dates, companies should review the rule changes implemented by the amendment now and consider how they will impact their disclosure in upcoming SEC filings.

Originality/value

Practical guidance from experienced lawyers in the Corporate & Securities practice.

Keywords

Citation

Richman, L.D., Bakst, D.S., Gray, R.F., Hermsen, M.L., Pinedo, A.T. and Schuette, D.A. (2019), "SEC adopts rules to modernize and simplify disclosure", Journal of Investment Compliance, Vol. 20 No. 2, pp. 1-8. https://doi.org/10.1108/JOIC-04-2019-0022

Publisher

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Emerald Publishing Limited

Copyright © 2019, Mayer Brown LLP.