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Spotlight on Disclosure Effectiveness

Disclosure Effectiveness Header

In December 2013, the Commission issued a staff report to Congress on its disclosure rules for U.S. public companies. The report, mandated by the Jumpstart Our Business Startups (JOBS) Act, offers an overview of Regulation S-K, which provides requirements for public company disclosure. The report also provides the staff's preliminary conclusions and recommendations about disclosure reform.

The Division of Corporation Finance is reviewing the disclosure requirements in Regulation S-K and Regulation S-X, which provides requirements for financial statements, and is considering ways to improve the disclosure regime for the benefit of both companies and investors. The goal is to comprehensively review the requirements and make recommendations on how to update them to facilitate timely, material disclosure by companies and shareholders' access to that information. Initially, the review will focus on the business and financial disclosures required by periodic and current reports, Forms 10-K, 10-Q, and 8-K. Subsequent phases of the project will include compensation and governance information included in proxy statements.

The Division of Corporation Finance welcomes input and comments on how to improve disclosure and make it more effective. Information that is submitted will become part of the public record.

Public Comments


Report on Modernization and Simplification of Regulation S-K

View comments received

Proposed Rule Requiring Exhibit Hyperlinks and HTML Format

View comments received

Request for Comment on Subpart 400 of Regulation S-K Disclosure Requirements Relating to Management, Certain Security Holders and Corporate Governance Matters

View comments received

Proposed Rule on Disclosure Update and Simplification 

Note: A Demonstration Version is also provided to aid commenters in reviewing and understanding the proposed changes and topics identified for potential changes. The Demonstration Version is marked to show the changes proposed and also shows potential changes, bracketed in red font, in areas for which we have solicited comment on whether to retain, modify, eliminate or refer requirements to the FASB for potential incorporation into U.S. GAAP.

View comments received

Modernization of Property Disclosures for Mining Registrants

View comments received

Concept Release on Business and Financial Disclosure Required by Regulation S-K

View comments received

Request for Comment on the Effectiveness of Financial Disclosures about Entities Other than the Registrant

View comments received

Disclosure Effectiveness Initiative

View comments received

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News

  • SEC Proposes Amendments to Update and Simplify Disclosure Requirements As Part of Overall Disclosure Effectiveness Review
    July 13, 2016
  • SEC Proposes Rules to Modernize Property Disclosures for Mining Registrants
    June 16, 2016
  • SEC Solicits Public Comment on Business and Financial Disclosure Requirements in Regulation S-K
    April 15, 2016
  • SEC Publishes Request for Comment on Regulation S-X
    Sept. 25, 2015
  • SEC Issues Staff Report on Public Company Disclosure
    Dec. 20, 2013

Reports


Report on Modernization and Simplification of Regulation S-K (PDF)
November 2016

JOBS Act Section 108 Report to Congress on Review of Disclosure Requirements in
Regulation S-K
(PDF)
December 2013

Questions?


Feel free to email us at disclosure@sec.gov

Modified: Dec. 13, 2016

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