Overview
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 Access SEC
press releases and rulemaking releases for information on SEC rulemaking actions
 Improvement
of Mutual Fund Disclosure Item 1
- Hence, it makes sense to pull key information into one shorter document while allowing those who want more information to easily obtain it.
- Today's proposal attempts to do that. It does so by making it possible for funds to provide investors with usable information that gives them a good overview of the fund. At the same time, it offers investors the opportunity to dig deeper to learn more about any of the summary areas in which they are interested. Hyperlinks make this digging easy and more inviting than it would be if one had to look through a long paper prospectus. Those who want paper prospectuses would still be able to get them.
- The proposed rules would require that all mutual fund investors receive a clear, concise summary of key information needed to make an informed investment decision. The rule changes would also encourage funds to harness the power of the Internet to allow investors to choose the format in which they receive more detailed information and to provide that information in a more user-friendly format than is available today.
- SEC
website for prototype of summary prospectus and comment process
IFRS
without Reconciliation to U.S. GAAP Item 2
- My fundamental hope is that what we do today will push us a little bit closer to a seamless global capital market in which investors have access to the information that they need to make investment decisions and companies have access to the capital that enables them to innovate, produce, and serve their customers.
- Having considered extensive and informative public comment on its June 2007 proposal, the Commission today approved rule amendments under which financial statements from foreign private issuers in the U.S. will be accepted without reconciliation to U.S. Generally Accepted Accounting Principles only if they are prepared using International Financial Reporting Standards (IFRS) as issued by the International Accounting Standards Board. The purpose of the requirement to use the IASB-approved version is to encourage the development of IFRS as a uniform global standard, not a divergent set of standards applied differently in every nation. Consistency of application of IFRS will help U.S. investors who own foreign securities to have better comparability.
Capital
Raising, Reporting and Disclosure Items 3 - 5
- The Securities and Exchange Commission today voted unanimously to adopt three measures to modernize and improve its capital-raising, reporting and disclosure requirements for smaller companies. These measures address some of the key recommendations made by the SEC's Advisory Committee on Smaller Public Companies in its final report.
 SEC
proposal releases
SEC
final releases
SEC
Guides
- Changeover to the SEC's New Smaller Reporting
Company System by Small Business Issuers and Non-Accelerated Filer Companies
 1.25.08
- Eligibility of Smaller Companies to Use Form S-3
or F-3 for Primary Securities Offerings
1.28.08
SEC
Compliance and
Disclosure Interpretations
SEC_CODE_REF_0090001192884
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Mutual Fund Disclosure Proposed rules
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Press release 11.15.07
Summary
information Front of prospectus
- Amend Form N-1A to require key information
in plain English in standardized order
- Investment objectives and strategies, risks, and
costs
- Top ten portfolio holdings, investment advisors
and portfolio managers, purchase and sale procedures and tax consequences, and
financial intermediary compensation
- Separate presentation for each fund covered by
multiple fund prospectus
Prospectus
delivery New delivery option
- Prospectus delivery obligations would be
satisfied by
- Delivery of key information in summary prospectus
- Placement of summary prospectus, statutory
prospectus, shareholder reports, and other information on Internet
website in user friendly format
- Statutory prospectus and other information would
be provided in paper to any investor who prefers that format
Press release 11.29.07
SEC
has published a prototype summary prospectus for mutual funds,
with request for public comment
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IFRS Final rules
Capital Raising, Reporting and Disclosure Final rules
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Press release 11.15.07
Smaller
Reporting Company
Regulatory Relief and Simplification
- Scaled disclosure regulations made available to an additional 1,500 smaller
companies
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Press release provided
overview of final rules:
- Small business issuer category
replaced with new expanded category of smaller reporting company
(less than $75 million public float or less than $50 million annual revenues)
- Smaller reporting company can use
scaled disclosure requirements
- Non-financial scaled disclosure item requirements
moved from Regulation S-B into Regulation S-K
- Scaled financial statement requirements in Item 310 of Regulation S-B moved into
new Article 8 of Regulation
S-X, with amended requirements to provide scaled
disclosure option for smaller reporting companies
(e.g., two years of balance
sheet data)
- Smaller reporting companies
may elect to comply with scaled financial disclosure
and non-financial disclosure on an item-by-item basis
- Elimination of current SB forms, with phase-out period
- Foreign companies may qualify as smaller reporting companies if they
choose to file on domestic company forms and provide financial statements
prepared in accordance with U.S. GAAP
Revisions
to Rules 144 and 145
- Shorten the holding period for restricted
securities of reporting companies to six months
- Simplify Rule 144 compliance for non-affiliates
- Revise provisions applicable to affiliates' sales
(manner of sale, volume restrictions, Form 144 filings)
- Simplify and streamline Preliminary Note and
other parts of Rule 144
- Codify certain Rule 144 staff interpretations
- Eliminate the presumptive underwriter provision, with limited exceptions
- Revise Rule
145(d) resale provisions
Registration
Exemption for Compensatory Employee Stock Options
- Two new exemptions for compensatory employee
stock options created so that Exchange Act registration requirements will not be
triggered solely by issuer's compensation decisions
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