SEC seeks input on quarterly reporting

Following a call from President Trump to move away from quarterly financial reporting, the Securities and Exchange Commission is seeking stakeholder input on “the nature, content, and timing of earnings releases and quarterly reports.”

The commission noted that is interested in ways to lower the burden on reporting companies without sacrificing the effectiveness of disclosures and investor protections – and that it wants to hear whether stakeholders believe the current periodic reporting system, earnings releases, and earnings guidance fosters too much short-term thinking.

“There is an ongoing debate regarding the effects of mandated quarterly reports and the prevalence of optional quarterly guidance,” said SEC Chairman Jay Clayton, in a statement. “Our markets thirst for high-quality, timely information regarding company performance and material corporate events. We recognize the importance of this information to well-functioning and fair capital markets. We also recognize the need for companies and investors to plan for the long term. Our rules should reflect these realities. I look forward to receiving thoughtful comments as we think about ways to encourage long-term investment in our country.”

SEC chairman Jay Clayton
Jay Clayton, chairman of U.S. Securities and Exchange Commission (SEC) nominee for President Donald Trump, testifies during a Senate Banking Committee confirmation hearing in Washington, D.C., U.S., on Thursday, March 23, 2017. Trump tapped Clayton to lead the SEC in January, saying the Sullivan & Cromwell partner would ensure that financial companies thrive and create jobs, while still playing by the rules. Photographer: Zach Gibson/Bloomberg

While the SEC had been exploring similar issues as recently as 2016, the current interest is driven by an idea President Trump floated in an August tweet about moving to reporting every six months. (See “SEC looking at Trump proposal on quarterly financial reporting.”)

The request for comment specifically addresses:

  • “The nature and timing of disclosures that reporting companies must provide in their quarterly Form 10-Q reports, including when the Form 10-Q disclosure requirements overlap with the disclosures such companies voluntarily provide to the public in earnings releases furnished on Form 8-K.
  • “How the commission can promote efficiency in periodic reporting by reducing unnecessary duplication in the information that reporting companies disclose and how any such changes could affect capital formation, while enhancing, or at a minimum maintaining, appropriate investor protection.
  • “Whether commission rules should allow reporting companies, or certain classes of reporting companies, flexibility as to the frequency of their periodic reporting.
  • “How the existing periodic reporting system, earnings releases, and earnings guidance (either standing alone or in combination with other factors) may affect corporate decision making and strategic thinking, including whether these factors foster an inefficient outlook among reporting companies and market participants by focusing on short-term results.”

Comments can be made on the SEC’s internet comment form, or by email to rule-comments@sec.gov, or by mail to: Brent J. Fields, Secretary, Securities and Exchange Commission, 100 F Street, NE, Washington, D.C. 20549.

The comment period will remain open for 90 days following publication of the request in the Federal Register.

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