SEC streamlines disclosure requirements

The Securities and Exchange Commission voted Friday to simplify some of its disclosure requirements that have become outdated, duplicative or overlapping because of changes in the information environment or U.S. GAAP, or because of other SEC disclosure requirements.

The amendments aim to simplify and update the disclosure of information to investors, including long-term shareholders, and reduce the compliance costs and efforts for companies without significantly changing the total mix of information that’s available to investors.

“It is important to review our regulations to ensure that they evolve along with our capital markets and remain effective and efficient,” said SEC Chairman Jay Clayton in a statement. “Today’s amendments are an example of how thoughtful reviews can prompt changes for the benefit of investors, public companies and our capital markets.”

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

The SEC is referring some of the accounting-related disclosure requirements to the Financial Accounting Standards Board for consideration for potential incorporation into U.S. GAAP.

The vote came the same day that President Trump urged the SEC in a tweet to consider a much more far-reaching change that would "stop quarterly reporting and go to a six-month system" (see Trump ignites Wall Street debate with tweet on redoing earnings).

The amendments are expected to take effect 30 days after they’re published in the Federal Register. The changes are part of an initiative by the SEC’s Division of Corporation Finance to review disclosure requirements for issuers to consider ways to improve the requirements for the benefit of investors and issuers. The amendments are also part of the SEC’s efforts to implement the Fixing America’s Surface Transportation (FAST) Act, a 2015 highway transportation bill that also included some tax and accounting-related provisions. One of the provisions required the SEC to eliminate provisions of Regulation S-K that are duplicative, overlapping, outdated or unnecessary.

The changes approved Friday by the SEC mainly apply to public companies, including foreign private issuers. Some of them also apply to other entities regulated by the SEC, including Regulation A issuers, investment advisors, investment companies, broker-dealers and statistical rating organizations.

The amendments eliminate some redundant and duplicative requirements that require substantially similar disclosures as GAAP, International Financial Reporting Standards or other SEC disclosure requirements. They also get rid of a number of overlapping requirements that are related to, but not the same as U.S. GAAP, IFRS or other SEC disclosure requirements. In addition, they eliminate some outdated requirements that have become obsolete over time or after changes in the regulatory, business and technological environment. They also get rid of superseded requirements that are inconsistent with recent legislation, more recently updated SEC disclosure requirements or more recently updated U.S. GAAP.

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