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SEC matters reference library
KPMG's publications offering in-depth analysis, examples and insights to give you an advantage in understanding of SEC related matters.
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SEC expands test-the-waters rule to all companies
The SEC’s new rule permits issuers to consult with investors prior to a public offering.
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SEC proposes to streamline bank disclosures
The proposals would update disclosures in Reg S-K, reduce uncertainty about compliance and enhance comparability.
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Up-C structure
Updated edition: We explain the use of Up-C structures to unlock value beyond a traditional IPO.
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Desktop staleness calendar for 2020 offerings
Planning an offering in 2020? Here’s when annual and interim financial statements will go stale.
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September 2019 Quarterly Outlook
KPMG’s quarterly update on accounting and financial reporting developments, including SEC matters and FASB activity.
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June 2018 quarterly outlook
KPMG’s quarterly update on recent accounting and financial reporting developments, including tax reform, SEC activity and major FASB standards.
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SEC proposes changes to disclosures in certain registered debt offerings
KPMG reports on the SEC’s proposed amendments to disclosures for Rules 3-10 and 3-16 of Reg S-X related to guaranteed securities.
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Accounting for tax reform
KPMG’s tax reform Q&As address the effects of proposed IRS regulations and GILTI earned in 2018 by fiscal year-end CFCs.
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New SEC rules on extraction industry payments
The proposals on equity-linked instruments with down-round features aim to make the accounting guidance easier to use.
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SEC permits public companies to use Inline XBRL
The proposals on equity-linked instruments with down-round features aim to make the accounting guidance easier to use.
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SEC staff warns about non-GAAP financial measures
KPMG reports on SEC’s warning of prohibited practices in filings and press releases.
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SEC amends the Loan Provision of its auditor independence rules
The SEC adopts amendments to the Loan Provision to identify lending relationships that could impair an auditor’s objectivity and impartiality.
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March 2019 Quarterly Outlook
KPMG’s quarterly update on accounting and financial reporting developments, including SEC matters and FASB activity.
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SEC proposes further changes to Regulation S-K
Proposals seek to modernize the description of business, legal proceedings and risk factor disclosure requirements.
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SEC approves new PCAOB auditing standards
The new and amended standards strengthen the requirements for auditing accounting estimates and the auditor’s use of the work of specialists.
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December 2018 Quarterly Outlook
KPMG’s quarterly update on accounting and financial reporting developments, SEC activity and major FASB standards.
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September 2018 quarterly outlook
KPMG’s quarterly update on recent accounting and financial reporting developments, including SEC activity and major FASB standards.
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SEC proposal on acquisition and disposition disclosures
The SEC’s proposed rule would amend S-X Rules 3-05, 3-14, Articles 8 and 11 and adds a new rule for investment companies.
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SEC proposes changes to filer definitions
Smaller reporting companies may get relief from the auditor attestation of internal controls requirements.
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SEC staff statement on LIBOR transition
The SEC staff provides information for companies to consider as the LIBOR transition date approaches.
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SEC mining rules align with global standards
Mining companies will disclose property information consistent with global industry practice and guidelines
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FASB proposes disclosure changes
KPMG reports on the proposed ASU to update disclosures in response to the SEC’s disclosure initiative.
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June 2019 Quarterly Outlook
KPMG’s quarterly update on accounting and financial reporting developments, including SEC matters and FASB activity.
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Clarifying the new interim disclosure requirement
The SEC’s Disclosure Update and Simplification rule requires changes in stockholders’ equity in interim financial statements.
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SEC seeks input regarding securities offerings
The SEC asks how it can simplify its rules for raising private capital while protecting investors.
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SEC clarifies guidance for EGCs on loss of status
The SEC staff provides clarification for new registrants who do not qualify as EGCs on the adoption of new standards.
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Regulation A expanded to reporting companies
The SEC has amended Reg A to allow Exchange Act reporting companies to use the exemption.
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SEC solicits input on quarterly reporting requirements
The SEC considers how to reduce the burdens of quarterly reporting while maintaining or enhancing investor protection.
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March 2018 Quarterly Outlook
KPMG reports on major accounting and financial reporting developments that could affect companies in the current period and near term.
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SEC staff comments on accounting for tax reform
SEC staff makes observations about expectations of progress on accounting for tax reform and new accounting standards.
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SEC amends Regulation S-K disclosures
Amendments modernize and simplify certain disclosure requirements to reduce the costs and burdens on registrants.
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Year-end Brexit disclosure considerations
Brexit uncertainties require careful consideration of business impacts.
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Update to SEC Rule 3-13 waiver requests during govt shutdown
KPMG highlights the SEC’s Q&A on requests for emergency relief under Rule 3-13 during the government shutdown.
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Corp Fin issues Q&As regarding government shutdown
SEC's Division of Corporation Finance published Q&As to help navigate filing matters during the government shutdown.
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2018 AICPA Conference
KPMG reports on the important messages coming from this year’s conference.
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Guide to acquired business financial statements
KPMG and Latham & Watkins provide a guide to help navigate the financial statement requirements for acquired businesses.
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SEC adopts rule to update and simplify disclosures
The SEC has adopted a final rule that will amend disclosure requirements that were redundant, overlapping or superseded.
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SEC updates smaller reporting company definition
KPMG reports on the latest clarifications for qualifying as a ‘smaller reporting company
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SEC releases report on cybersecurity frauds
KPMG reports on the SEC’s Investigative Report that emphasizes internal controls may need to be reassessed.
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SEC provides regulatory relief for hurricane victims
SEC deadlines extended for companies impacted by Hurricanes Florence and Michael.
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SEC proposes amendments to auditor independence rules
KPMG reports on the SEC’s proposal to amend auditor independence rules related to certain loans or debtor-creditor relationships.
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SEC issues guidance on cybersecurity disclosures
KPMG reports on the SEC’s updated guidance on cybersecurity disclosures.
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Financial statement requirements in US securities offerings: What you need
KPMG and Latham & Watkins provide a roadmap to help navigate the financial statement requirements of the federal securities laws.
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Handbook: US securities offerings financial statement requirements – Non-US
KPMG and Latham & Watkins provide a roadmap to help navigate the financial statement requirements for non-US issuers.
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When do 2018 financial statements go stale for 2019 offerings?
Planning an offering in 2019? Here’s when 2018 annual and interim financial statements will go stale.
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Non-GAAP financial measures
Latest edition: KPMG provides in-depth guidance on the SEC rules on NGFMs, with examples and illustrative SEC comments.
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Concept release on modernizing Reg S-K
KPMG reports on proposed amendments to ASC 815. The FASB’s proposals could reduce the cost and effort required to apply hedge accounting and expand the type of activities that qualify for hedge accounting.
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SEC’s capital raising process made easier
The announced changes will make it easier for companies to conduct IPOs and other securities offerings.
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SEC approves requirements to use Inline XBRL
The SEC also approved requiring funds to embed XBRL into risk/return summaries.
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SEC comments on pre-production activities
KPMG reports on discussions with the SEC staff on adopting ASC 606 and ASC 340-40
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SEC updates revenue guidance
The SEC amendments are consistent with and do not change the new revenue model issued by the FASB.
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Nonpublic reviews of SEC registration statements
KPMG reports on the SEC’s decision to allow most companies to confidentially file registration statements for nonpublic review.
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SEC provides regulatory relief for hurricane victims - 2017
The order extends filing deadlines for companies affected by the loss of property and power, and suspension of transportation and mail delivery services.
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SEC clarifies effect of changes on hedge accounting
Changes required but existing hedge relationships continue.
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SEC issues guidance on pay ratio disclosures
The guidance addresses certain interpretive matters, including estimation methodologies, as well as guidance and examples of statistical sampling methodologies and other reasonable methods to calculate the pay ratio disclosure.
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SEC: 606 & 842 adoption relief for some entities
KPMG updated its June 15 Defining Issues to report that the SEC staff has granted relief from the early adoption of ASC 606 and ASC 842 for certain private companies.
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SEC staff comments on implementation of new standards
Companies and their stakeholders should consider these observations and thoughtfully evaluate their current and planned implementation efforts for these major standards.
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SEC proposes changes to Regulation S-K
Key changes proposed by the SEC would impact MD&A, the description of property, exhibits and confidential information, incorporation by reference, and the manner of delivery and tagging of coverage page data.
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SEC staff addresses IFRS Taxonomy FAQs
The updated FAQs assist foreign private issuers in meeting XBRL reporting requirements, which begin for fiscal years ending on or after December 15, 2017.
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2017 AICPA Conference
KPMG reports on the important messages coming from this year’s conference.
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FASB amends codified SEC guidance on revenue and leases
FASB’s codification of recent SEC announcement on certain public business entities, and rescinds other SEC guidance on revenue and leases.
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PCAOB issues auditing standard to enhance auditor’s report
KPMG reports on the new PCAOB auditing standard, AS 3101. This new standard represents the most meaningful change to the auditor’s report since the 1940s.
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Trends in SEC staff comment letters
The SEC staff is commenting on and requiring financial statement revisions for the classification of expenses, allocation of indirect costs, and presentation of gross margin.