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Securities and Exchange Commission (SEC) › Corp Fin › Reporting Requirements

Cooley LLP

Corp Fin Continues to Make Reg A Offerings Easier to Conduct

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Last month, Corp Fin’s Office of Small Business Policy issued no-action relief to a company from the requirement to file an annual report on Form 1-K under Regulation A – despite the fact that the company didn’t qualify for...more

Cooley LLP

Corp Fin Revises Two (And Withdraws One) Legal Proceeding Disclosure CDIs

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A few weeks ago, Corp Fin revised two – and withdrew one – of the Legal Proceedings CDIs under Item 103 of Regulation S-K. These CDI changes are catching up to the reorg of Item 103 that the SEC made five years ago when the...more

DLA Piper

Corp Fin Releases New Guidance on Clawback Disclosure Requirements

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The staff of the Division of Corporation Finance (Corp Fin) of the Securities and Exchange Commission (SEC) has issued new Compliance and Disclosure Interpretations (C&DIs) relating to the clawback disclosures required in an...more

Cooley LLP

Securities Act and FPI Exchange Act forms CDIs update

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Corp Fin continues its project of updating CDIs. This new tranche relates to effectiveness of Form S-3 relative to timing of filing of Forms 10-K and proxy statements, allowing non-automatically effective Forms S-3 to be...more

Cooley LLP

Corp Fin Issues New Guidance Further Accommodating Nonpublic Draft Registration Statements

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A few days ago, Corp Fin issued this guidance expanding the accommodations available for nonpublic review of draft registration statements to all issuers, building on the 2017 expansion of nonpublic reviews initiated by the...more

Cooley LLP

A Response to Last Week’s Corp Fin Interps: BlackRock Stops All Scheduled Engagement!

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As noted in the Cooley Alert from Brad Goldberg, Beth Sasfai, Reid Hooper and Michael Mencher that I blogged about yesterday, Corp Fin issued guidance last week that some thought could alter the nature of shareholder...more

WilmerHale

Corp Fin Director Discusses Policy, Outreach and Future Areas of Focus

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Earlier this month, SEC Division of Corporation Finance Director William Hinman delivered the keynote address at the Practising Law Institute’s Seventeenth Annual Institute on Securities Regulation in Europe. Director Hinman...more

Cooley LLP

Blog: Conflict Minerals Benchmarking Study Analyzes Filings For 2016—Was There Any Progress?

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Development International has posted its most recent Conflict Minerals Benchmarking Study, analyzing the results of filings for the 2016 filing period. The study looked at filings submitted by the 1,153 issuers that had filed...more

Cooley LLP

Blog: Corp Fin Director Provides Some Insights Into The Direction Of The SEC “Disclosure Effectiveness Initiative”

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A few days ago, Corp Fin director, Keith Higgins, gave a speech, “Shaping Company Disclosure for the 21st Century” before the George A. Leet Business Law Symposium at Case Western Reserve University School of Law, in which he...more

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