Laura Anthony

    • Member Type(s): Expert
    • Title:Founding Partner
    • Organization:Legal & Compliance, LLC
    • Area of Expertise:Securities Law

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Proposed Disclosure Rule Amendments - Incorporation by Reference, Forms and XBRL
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Uploaded By: Laura Anthony, Esq.
Date Added: November 14, 2017
Description: Proposed Disclosure Rule Amendments - Incorporation by Reference, Forms and XBRL- In this LawCast series I have been going through the rule amendments proposed by the SEC on October 11, 2017 following which I will go through rule amendments proposed earlier on July 13, 2016, which rules are slated for action this year. Incorporation by Reference- Currently rules related to incorporation by reference are spread among a variety of regulations, including Regulation S-K, Regulation C, Regulation 12B and numerous forms. The proposed amendments would revise Item 10(d), Rule 411, and a number of SEC forms to simplify and modernize these rules while still providing all material information. Rule 12b-23 is proposed to be rescinded. The amendments streamline the rules and further allow for incorporation by reference to eliminate duplicative disclosure. The proposed rules will require a hyperlink to information that is incorporated by reference if the information is available on EDGAR. The proposed rules specifically do not add or change the rules related to cross-references or other incorporation within the financial statements to other disclosure items. There is a concern as to the impact on auditor review requirements if such links or changes are added. Forms - The proposed amendments include several amendments to forms to conform with and implement all the changes in the rules. XBRL - The proposed amendments would require all of the information on the cover pages of Form 10-K, Form 10-Q, Form 8-K, Form 20-F, and Form 40-F to be tagged in Inline XBRL in accordance with the EDGAR Filer Manual. In the next LawCast in this series I will start a high level review of the July 13, 2016 proposed amendments.
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