In December, the SEC proposed new rules that would allow registered investment companies, including mutual funds, and business development companies to engage in derivative transactions, provided such companies meet certain conditions. The increased growth and complexity of derivatives markets and the increased use of derivatives by certain funds has caused the SEC to review the current regulations for derivatives in the Investment Company Act.
The Section 16 EDGAR forms are fairly straightforward for filers and preparers, but sometimes you can run into something a little out of the ordinary and have questions about how to file it. We’ve compiled a list of the five most common questions our support team is asked about Section 16 to help you confidently prepare the more unusual Section 16 filings.
A new “end of life” upgrade notification will be delivered to Windows users by Microsoft on January 12, 2016. This upgrade notification will inform users that technical support and security updates for Internet Explorer will only be available for the most current version of Internet Explorer for each supported operating system.
The SEC has recently re-proposed Rule 13q-1 and an amendment to EDGAR Form SD to require the disclosure of payments made to governments by resource extraction issuers. Rule 13q-1 was previously adopted by the SEC in August of 2012 but was vacated by the U.S. District Court for the District of Columbia after being challenged by the American Petroleum Institute (“API”), the U.S. Chamber of Commerce, and two other industry groups. Recently, the U.S. District Court for the District of Massachusetts issued an order holding that the SEC unlawfully withheld agency action by not promulgating a final rule. Subsequently, the SEC filed an expedited schedule for promulgating the final rule, re-proposed Rule 13q-1 in SEC Release No 34-77620, and would vote on the adoption of a final rule in June 2016.
On December 14, 2015, EDGAR 15.4 was released by the Securities and Exchange Commission. This release contained new EDGAR forms and changes to the EDGAR Filer Manual that detail how the SEC chooses to render XBRL reports.
With the release of EDGAR 15.4, filers will be able to file Part III of Form X-17A-5 electronically. Form X-17A-5 contains information required of broker-dealers pursuant to Section 17 of the Securities Exchange Act of 1934.
With its recent adoption of Regulation Crowdfunding, the SEC has decided to propose changes to other exempt offerings in an effort to modernize them. Crowdfunding is poised to change the way that small businesses raise capital, and the SEC is seeking to increase the utility of existing rules and facilitate capital formation by smaller companies.
The SEC adopted a number of new regulations in 2015 and many of them have rules and new EDGAR forms that will become effective in 2016. In the first and second quarter of next year, expect a number of changes to EDGAR to accommodate these changes.
Granted, it’s not the first thing you rush to do when there’s a change with the contact information at your company, but keeping the SEC abreast of such changes is an important task that often gets overlooked. The contact information you or your company has provided to the EDGAR System is what the SEC staff uses to communicate with you about the status of your filings. If this information is not up to date, there could be an unnecessary delay while the SEC attempts to find a way to contact you or someone at your company who is knowledgeable about your EDGAR filings.
The SEC made a few changes to their EDGAR Renderer (XBRL Viewer) and quietly released version 3.3 in the beginning of November. Most of the changes are improvements and address issues that were introduced with the previous release of the software.
The SEC adopted the final rule allowing companies to offer and sell securities through crowdfunding on October 30, 2015. These new rules (Regulation Crowdfunding) require companies who opt to raise money through crowdfunding to provide the SEC with new disclosures via EDGAR and are expected to take effect during the second quarter of 2016.
Schedule 13D and Schedule 13G are similar forms that are used to report a party’s ownership of stock that is over 5% of a class of equity in a company. Because ownership of over 5% in a public company is significant ownership, you must declare it to the public. When you should file each of these schedules depends on additional criteria.
The Novaworks support team frequently receives queries about images missing from SEC test filings or text being incorrectly positioned in areas such as prospectus cover pages when a submission is sent with the “return copy” option enabled, so we've provided a quick lesson on what the return copy is and how to use it.
Last month, the SEC proposed changes to its Rules of Practice involving administrative proceedings, which would require people involved in administrative proceedings to file and serve documents electronically and would also, among other things, adjust the timing of hearings in administrative proceedings, allow for discovery depositions, and clarify the rules for admitting hearsay and assertion of affirmative defenses.