The SEC’s amendments modernize and simplify certain disclosure requirements to reduce the costs and burdens on public companies, investment advisers and investment companies. The amendments impact MD&A, the description of property, treatment of confidential information in exhibits, and the manner of delivery and tagging of cover page data.
Latest: On March 9, 2021 the SEC’s Division of Corporation Finance updated its Disclosure Guidance: Topic No. 7 related to confidential treatment of information otherwise required to be filed.
Applicability
SEC Release No. 33-10618; 34-85381; IA-5206; IC-33426; File No. S7-08-17
- Public companies, including registered investment companies and registered investment advisers
Relevant dates
Redaction of confidential information in certain exhibits: effective April 2, 2019
- Certain investment company filings in HTML format with hyperlinks: effective for filings on or after April 1, 2020
- Data tagging on cover pages: subject to a three-year phase-in
- Other amendments: effective May 2, 2019
Key impacts
March 9, 2021 update:
- Disclosure Guidance Topic No. 7 provides companies that had previously obtained a confidential treatment order with three options when that order is approaching expiration:
- Refile the exhibit in unredacted form (information no longer needs to be kept confidential)
- Request an extension of the confidential treatment order
- Transition to compliance with the amended requirements of Regulation S-X Item 601, which allow for redaction of exhibits without advance explanation or application to the SEC; option anticipated to be applied by most companies
- Streamlined and simplified disclosures, which aim to improve navigability and readability of disclosure documents by eliminating repetitive or immaterial disclosures
- Modernized rules that had not been recently updated
- Technology leveraged to enhance access to information
- Parallel amendments to several rules and forms applicable to investment companies and investment advisers
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