Last week, the SEC voted to propose rules that would require resource extraction issuers to disclose payments made to foreign governments or the US federal government for the commercial development of oil, natural gas, or mineral resources. These proposed rules come after a series of SEC actions, court proceedings, and Congressional actions. As mandated by the Dodd-Frank Wall Street Reform and Consumer Protection Act, the SEC first adopted rules pertaining to resource extraction issuers in 2012, which were subsequently vacated by the US District Court for the District of Columbia. The SEC then adopted new rules in 2016, but these rules were disapproved by a joint resolution of Congress pursuant to the Congressional Review Act. After the 2016 rules were vacated, the statutory mandate remains in effect, requiring the SEC to issue a rule in these regards. Furthermore, that rule must not be “substantially the same”, according to the Congressional Review Act. These new proposed rules attempt to meet that mandate.Continue reading "SEC Proposes Rules to Implement the Statutory..." »
Thursday, December 26. 2019
Friday, December 20. 2019
The SEC will be closed Tuesday, December 24 and Wednesday, December 25 due to the closure of the federal government in these two days. The EDGAR System will not receive, process or accept filings on either of these days. Filings with a due date of December 24 or December 25 will be considered timely if filed on or before December 26.Continue reading "Christmas Hours" »
Thursday, December 19. 2019
On December 18th, the SEC proposed amendments to the definition of accredited investor, which is one of the principal tests for who is eligible to participate in private capital markets. The changes would update and improve the definition to identify more effectively those institutional and individual investors who have the knowledge and expertise to participate in these markets. By amending this and other related definitions, more investors would be able to participate in private offerings through the addition of new categories of natural persons that may quality as accredited investors based on their professional knowledge, experience, or certifications. The proposal would also expand the list of entities that may qualify as accredited investors by allowing any entity that meets an investments test to qualify, among other ways. Specifically, the changes focus on the definition of "accredited investor" in the SEC's rules and the definition of "qualified institutional buyer" in Rule 144A under the Securities Act of 1933.Continue reading "SEC Proposes to Update Accredited Investor..." »
Wednesday, December 18. 2019
To aid filers avoid missing deadlines and reduce congestion around busy important filing dates, the SEC provides an anticipated peak filing schedule. Peak EDGAR filing times are estimated using historical data. The 2020 schedule is now available from the SEC.Continue reading "SEC's Peak Filing Schedule for 2020" »
Monday, December 16. 2019
Version 5.1d of all applications in the GoFiler Suite has been released. This release contains corrections and improvements to Page View, XBRL View, and other EDGAR forms.Continue reading "New Release (5.1d) for the GoFiler Family of..." »
Everyone has their favorite quick keys. It you have been working in MS Word for a long time, you are probably used to pressing Ctrl+E or Ctrl+R to center or right align text. In GoFiler, the corresponding keys are F6 and F8, respectively. But what if you want to change the quick keys in GoFiler? In this blog, I will begin to explore quick keys and the foundation of how GoFiler processes them. The next blog will explain how Legato can be used to modify quick keys. In the end, you as a Legato programmer should understand how to use and alter quick keys to best suit your own particular needs.
Continue reading "LDC #162: An Introduction to Quick Keys" »
Friday, December 13. 2019
The Financial Accounting Standards Board (FASB) has published Proposed Improvements for Proposed Accounting Standards Update – Codification Improvements for public comment. The standard release notes are also included for review. The proposed improvement includes adding references for certain existing elements as well as adding elements for new accounting pronouncement disclosures.Continue reading "FASB Proposes Update to Future U.S. GAAP..." »
Wednesday, November 27. 2019
The SEC will be closed Thursday, November 28 in observance of Thanksgiving Day. The EDGAR System will not receive, process or accept filings on this day. Filings with a due date of November 28 will be due the following business day.Continue reading "Thanksgiving Hours" »
SEC Proposes to Modernize Regulation of Derivatives Used by Registered Funds and Business Development Companies
On November 25th, the SEC proposed a new rule that should enhance the regulation of the use of derivatives by registered investment companies (including mutual funds), exchange-traded funds (ETFs), closed-end funds, and business development companies. Funds often use derivatives to gain exposure more efficiently to particular asset classes while mitigating risk, but there are cases where derivative use can heighten risks to investors and markets, including risks related to leverage. In addition, the development of staff guidance and industry practice over past decades has created situations where different funds may treat the same kind of derivative differently, often based on their own views and opinions of the SEC's rules and industry standards. These amendments would codify a uniform set of conditions and exemptions through an updated and more comprehensive approach to the regulation of the use of derivatives by these funds, and this would in turn benefit investors, fund, and the markets by standardizing the framework for funds'
derivatives risk management.
Monday, November 25. 2019
Version 5.1c of all applications in the GoFiler Suite has been released. This release contains improvements to XDX editing, validation, and processing as well as improvements for Page View, XBRL View, and other EDGAR forms. Additionally, this version contains updates to the quick keys to allow user to program custom quick keys.Continue reading "New Release (5.1c) for the GoFiler Family of..." »
XBRL US seeks public review and comment on version 11 of the Data Quality Committee (DQC) rules. The DQC rules aim to help filers limit mistakes and avoid data inconsistencies that can adversely affect analysis of reported financial information. The eleventh set of rules includes guidance for issuers using either the US GAAP or IFRS taxonomies.Continue reading "XBRL US Releases Data Quality Committee Ruleset 11" »
SEC Announces Conference on Macroeconomic and Structural Trends and Dynamics Affecting the Capital Markets
On November 20th, the SEC announced it will host a conference on December 4th entitled "The State of Our Securities Markets". This conference will bring together current and former government officials and experts from different areas of the private sector as it explores the ever-changing economic, risk, and market environments. In addition, what these changes mean for the structure and function of the securities markets will be discussed. In particular, the conference with focus on macroeconomic trends (including their influence on capital markets), changes to the global equity and credit markets (including how today's markets are different from those of the early 2000s), and market concentration and fragmentation within certain areas of the securities market (including relevant causes and potential risks and effects).
Continue reading "SEC Announces Conference on Macroeconomic and..." »
In the EDGAR world, inline CSS can be used to style documents. However, CSS style sheets are not allowed. I recently ran into a case where document needed to be published on a system which was just the opposite — CSS classes are ok, but inline styles are verboten. A quick Legato script saved may hours of work by translating the inline styles to a style sheet.Continue reading "LDC #161: Quickly Adding CSS Classes to an..." »
Friday, November 22. 2019
On November 19th, XBRL US released the Taxonomy Development Handbook for public review. The handbook is a comprehensive guide that directs regulators, industry experts, and businesses through a practical roadmap to building high quality data standards with XBRL. This freely available, foundational document takes readers through the necessary stages of standards development, including: 1) building the appropriate transport data model, 2) assessing project scope, including use cases and requirements, 3) establishing a governance structure, 4) documenting the standards program, and 5) the step-by-step mechanics of building the taxonomy. The handbook also contains an introduction to the XBRL financial data standard, templates to guide developers in documenting the taxonomy, and case studies of XBRL as a method of improving data reporting in various industries.Continue reading "XBRL US Releases Taxonomy Development Handbook..." »
Monday, November 18. 2019
On November 5th, the SEC proposed amendments to the rules concerning proxy solicitations and the exemptions from federal disclosure rules governing businesses dispensing proxy voting advice that should enhance the quality of disclosure about material conflicts of interest that are provided to clients. In addition, these proposed changes would provide for a period of review and feedback through which companies and other soliciting parties would be able to identify errors in their proxy voting advice. This review and feedback period would only be available to companies that file definitive proxy materials 25 days or more prior to the relevant meeting.Continue reading "SEC Proposes Rule Amendments to Improve..." »