On November 15th, the SEC voted to approve new rules and amendments to enhance transparency requirements and provide additional investor protection in initial public offerings (IPOs) by special purpose acquisition companies (SPACs) and in future business combination transactions between SPACs and target companies (de-SPAC transactions). Continue reading "SEC Adopts New Rules to Increase Transparency..." »

On September 24th, the SEC’s Division of Economic and Risk Analysis (DERA) announced that it had concluded an assessment of how filers are tagging provision (benefit) for credit losses on income statements. Staff performed the assessment on Forms 10-K and 10-Q that have one or more custom tags for tagging the provision (benefit) for credit losses section of the income statement. Continue reading "SEC Provides Guidance for Proper Use of Custom..." »

On September 18th, the SEC published the draft of the 2025 updates to its reporting taxonomies, including updates within the annual review and update process for all SEC taxonomies accepted in the EDGAR system. The Draft 2025 Release Notes provide more information related to specific changes in the 2025 update. Continue reading "SEC Publishes 2025 Draft Taxonomies for Review..." »

The SEC recently adopted rules to amend Form N-4, the form currently used by most variable annuity separate accounts. As part of these changes, the registration, filing, and data transparency requirements that were adopted for registered index-linked annuities (RILAs) offerings have been broadened to the offerings of registered market value adjustment annuities (registered MVA annuities). Now the new elements needed to tag this information have been included in the VIP taxonomy because RILAs and registered MVA annuities are insurance products whose offerings are registered on Form N-4. Continue reading "SEC Publishes Draft of Updated 2024 Variable..." »

The SEC’s Division of Economic and Risk Analysis (DERA) recently analyzed the way filers use custom tags in IFRS XBRL submissions from 2021 to 2023. Continue reading "SEC Publishes Trend Analysis of Custom Tag..." »

On July 29th, the SEC announced that Form N-PORT Data Sets are now available for download. Form N-PORT is used by registered investment companies (apart from money market funds and exchange-traded funds organized as unit investment trusts) to report monthly portfolio holdings. The Form N-PORT Data Sets are extracted from the eXtensible Markup Language (XML) Form N-PORT-P submissions. The data is displayed unchanged from the “as-filed” submissions and in a flattened format to provide the public with easily accessible data from registrants. The data sets include only publicly available information from filings that have been disseminated by the SEC. Continue reading "SEC Releases Form N-PORT Data Sets for Download" »

On June 28th, the SEC’s Division of Economic and Risk Analysis (DERA) released a report analyzing the way filers use custom tags in their eXtensible Business Reporting Language (XBRL) submissions from 2021 to 2023. The average custom tag rate for filings in 2023 decreased compared to 2022 for Forms 10-K and 10-K/A across all filer status except the accelerated filer category. Continue reading "SEC Publishes Trend Analysis of Custom Tag..." »

Recently the SEC has adopted rules under which registrants are required periodically to disclose material cybersecurity instances they experience. Registrants also must disclose on an annual basis material information regarding their cybersecurity risk management, strategy, and governance. Since these disclosures are required to be in a structured data format, the SEC has released a draft XBRL taxonomy for these mandated cybersecurity disclosures. Continue reading "SEC Issues Draft 2024 Cybersecurity Disclosure..." »

On Thursday, May 30th, the SEC reminded issuers that, under US Generally Accepted Accounting Principles (GAAP), certain entities must provide basic and diluted earnings per share (EPS) with equal prominence on the face of the income statement for each period presented in their annual and interim reports. For filings in which basic and diluted EPS have the same value and are presented only once on the face of the income statement, an entity should tag that amount twice using both tags. Continue reading "SEC Provides Guidance Related to Incorrect..." »

The SEC issued a draft version of the security-based swap (SBS) XBRL taxonomy in March 2024 that will be used by security-based swap execution facilities (SBSEFs) to file specified information electronically with the SEC using the EDGAR system in Inline XBRL. The agency has now released to the public sample documents to aid preparers in implementing the taxonomy. Continue reading "SEC Releases Draft 2024 Security-Based Swap..." »

The SEC has adopted new Regulation SE under the Securities Exchange Act that creates a regime for the registration and regulation of security-based swap execution facilities (SBSEFs). The new regime also addresses other issues related to security-based swap execution. Continue reading "SEC Adopts New Rule Concerning Daily Market..." »

On March 27th, the SEC adopted new Regulation SE under the Securities Exchange Act that creates a regime for the registration and regulation of security-based swap execution facilities (SBSEFs). The new regime also addresses other issues related to security-based swap execution. Continue reading "SEC Adopts New Rule Regarding Security-Based..." »

The SEC announced that its Division of Economic and Risk Analysis (DERA) reviewed certain Forms 10-Q and Forms 10-K filed in 2023 to determine whether filers’ cash flow statement data element presentation structure (such as parent and descendant relationship) is organized correctly. Cash flow statement presentation structure includes three parents: Net Cash Provided by or Used in the Operating Activities Abstract, Financing Activities Abstract, and Investing Activities Abstract. Continue reading "SEC Staff Reviews Cash Flow Statement Data..." »

Staff from the SEC’s Divisions of Corporation Finance and Economic and Risk Analysis has prepared and issued a report in connection with the review of the accredited investor definition. Under the Dodd-Frank Wall Street Reform and Consumer Protection Act, the SEC is directed to review the accredited investor definition as it concerns natural persons every four years to determine whether the definition should be revised. Continue reading "SEC Staff Releases Report on Accredited..." »

On November 3rd, the SEC’s Division of Economic and Risk Analysis (DERA) concluded its assessment of how filers label the elements used in tagging reported items on the income statement over multiple periods. Staff noted that some filers use various labels for the same element used to tag the same reported item on the income statement from one period to the next. This even occurred when the description of the reported item did not change. More specifically, filers used one label in a certain form (such as Form 10-Q) while using a different label for the same element in a different form (such as Form 10-K). For instance, the element “Revenue from Contract with Customer, Excluding Assessed Tax” should not use the label “Operating revenue” on Form 10-Q while using the label “Total operating revenue” on Form 10-K. Continue reading "SEC Releases Findings from Evaluation of..." »