The SEC has announced that the Division of Investment Management is extending the EDGAR filing window on April 29, 2020 from 5:30 pm to 10:00 pm EDT. This extension applies to registered investment companies and business development companies. The extension is intended to help ameliorate the potential filing delays due to the ongoing impacts of the COVID-19 pandemic. Continue reading "EDGAR Filing Window Extension on April 29, 2020..." »

On April 20th, the SEC voted to issue two exemptive orders in order to move Consolidated Audit Trail (CAT) implementation forward. These orders (1) establish a phased CAT reporting timeline for broker-dealers, and (2) permit the introduction of brokers that meet certain requirements to follow the small broker-dealer reporting timeline.
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With the release of EDGAR 20.1.1, the Securities and Exchange Commission updated EDGAR to accept the US GAAP 2020 taxonomy among other new taxonomies. Even though previous taxonomies are still accepted by EDGAR, it’s always a good practice to transition your SEC filings as soon as possible after the SEC accepts the new taxonomy year.
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Version 5.3b of all applications in the GoFiler Suite has been released. This release contains a number of improvements to XDX View as well as some general application changes. Additionally, some changes were made to Form D View, Form N-PORT View, and Form 13F View.

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On April 9th, the SEC adopted amendments to its rules for securities clearing agencies to apply enhanced standards to all SEC-registered central counterparties and central securities depositories. The rule amendments build on rules adopted by the SEC in 2016 that were pursuant to the Dodd-Frank Act and established enhanced standards for the operation and governance of securities clearing agencies. These clearing agencies were deemed systemically important or they otherwise act as central counterparties for security-based swaps. Continue reading "SEC Enhances Standards for Critical Market..." »

On April 8th, the SEC voted to adopt rule amendments to implement certain provisions of the Small Business Credit Availability Act (the BDC Act) and the Economic Growth, Regulatory Relief, and Consumer Protection Act (the Registered CEF Act) relating to business development companies and other closed-end funds. Business development companies (BDCs) are a type of closed-end fund that primarily invests in small and developing companies. As directed by Congress, the rules will allow BDCs and other closed-end funds to use the securities offering rules that are already available to operating companies. These amendments are designed to improve registration and communications processes for BDCs and registered closed-end funds. Through that, the changes will provide important benefits to market participants and investors, including advancing capital formation and modernizing and streamlining disclosures. Further, the reforms will allow eligible funds to engage in a streamlined registration process that has long been available to operating companies, including modernized communications and prospectus delivery procedures and requirements. Through this, BDCs and other closed-end funds will be better able to respond to market opportunities.
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The SEC announced on April 8th that it is providing temporary, conditional exemptive relief for business development companies (BDCs) to enable them to make additional investments in small and medium-sized businesses, particularly those with operations affected by COVID-19. BDCs were created to provide capital to smaller domestic operating companies that may not be able to readily access the capital markets through other means.
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On April 7th, the SEC’s Office of Compliance Inspections and Examinations (OCIE) issued two risk alerts: Examinations that Focus on Compliance with Regulation Best Interest and Examinations that Focus on Compliance with Form CRS. These risk alerts provide broker-dealers and investment advisers with advance information about the expected scope and content of the initial examinations for compliance with Regulation Best Interest and Form CRS. Regulation Best Interest and Form CRS are key components of a broad package of rules and interpretations that was adopted contemporaneously on June 5, 2019. The package is intended to enhance the quality and transparency of retail investors’ relationships with broker-dealers and investment advisers.
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The SEC’s latest update to the published CUSIP database contained an internal formatting change that causes additional whitespace in the CUSIP data. This is in turn causing issues when users check CUSIPs using the tools available in Form 13F View. This problem will be resolved in our next update (currently scheduled for April 20). Until then, we are providing the following workaround for users.

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On April 3rd, the SEC released a statement concerning the importance of high-quality financial reporting given the significant impacts of the ongoing COVID-19 pandemic. Along with other divisions and offices of the SEC, the Office of the Chief Accountant (OCA) is closely monitoring the issues raised by COVID-19 on investors and global capital markets. The pandemic has presented a serious challenge with significant implications for financial reporting, national markets, and the US economy more generally.
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On April 2nd, a group of five federal financial regulatory agencies announced that they will consider comments submitted before May 1, 2020 on the proposal to modify the Volcker rule’s general prohibition on banking entities investing in or sponsoring hedge funds or private equity funds. These funds are generally known as “covered funds.”
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The SEC’s Office of the Advocate for Small Business Capital Formation announced on March 31st that it is hosting a series of virtual coffee breaks to engage with the public to discuss updates, trends, and perspectives on how COVID-19 is impacting raising capital. Each virtual coffee break will spotlight what is currently happening in a particular area of the market and incorporate feedback from entrepreneurs, investors, and other market participants. Continue reading "SEC Small Business Advocate to Host Virtual..." »

On March 31, the SEC announced its Small Business Capital Formation Advisory Committee will host a meeting via video conference on April 2, 2020. This meeting is in response to the challenges small businesses are facing in coping with COVID-19.
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On March 25th, the SEC’s Division of Corporation Finance released Guidance Topic No, 9, which focuses on guidance for disclosure given the impacts of the ongoing coronavirus pandemic. This guidance provides the Division of Corporation Finance’s current views regarding disclosure and other securities law obligations that companies should consider in light of business and market disruptions. The Division of Corporation Finance reminds readers that this guidance is not a rule, regulation, or statement of the SEC. Like all staff guidance, the advice has no legal force or effect. It does not alter or amend applicable law, and it creates no new or additional obligations for any person.
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The SEC and its staff recognize that the COVID-19 public health crisis has presented challenges for some entities and individuals who require initial access to file through the EDGAR system, particularly those applicants who have experienced trouble obtaining notarization of the authorized signature on the Form ID application. This notarization process is required by Rule 10(b) of Regulation S-T.
Continue reading "SEC Adopts Temporary Final Rule to Address Form..." »