Blog Authors

Latest from The SEC Institute Blog

As we have blogged on many occasions, the SEC’s Whistleblower Program has become an important part of the Enforcement Division’s activities.  On September 17, 2020, the SEC announced payments to joint whistleblowers who had raised concerns internally before blowing the whistle to the SEC.  And this September 14, 2020 Press Release announced a $10,000,000 (yes, million!) payment to a whistleblower “whose information and assistance were of crucial importance to a successful SEC enforcement action.” To…
In the closing months of 2020, we are all facing new and unique SEC reporting challenges. You may be asking yourself: What will be the appropriate disclosures about the uncertainty and disruption created by COVID-19?  How should risk factors and MD&A be updated?  And how should companies grapple with the SEC’s new business, legal proceedings and risk factor guidance? To help SEC reporting professionals prepare for these challenges and more, we have built new interactive…
If you are looking for a wonderfully informative and entertaining podcast to listen to while you work out at home, run or walk outside, or are just relaxing anywhere, check out PLI’s inSecurities podcast. The hosts of the podcast, Chris Ekimoff, a forensic accountant, and Kurt Wolfe, a securities regulatory attorney, provide insightful practitioner perspectives in their  biweekly podcast.  Podcast episodes have addressed  topics such as insider trading, developments in the SEC’s whistleblower program,…
Our new SEC 10-K Disclosure Best Practices Workshop is a perfect way to help you prepare for this year-end’s unique and complex reporting challenges.  Featured topics include COVID-19 related disclosures, the SEC’s modernization of business, risk factor and legal proceedings disclosures, rules and practice issues surrounding the use of non-GAAP measures and SEC “hot-button” comment areas in the current environment.  Best practice examples from different industries and companies are discussed in each section to illustrate…
As we blogged about here, SEC Chairman Clayton has worked to make the SEC’s Regulatory Flexibility Act agenda a document that reflects the Commission’s short-term plans as opposed to a kind of regulatory “wish list.”  The latest update (known as the Spring version) was published at the end of June and provides a view of how the Commission intends to move forward with many significant initiatives despite the disruption of COVID-19.  Among the…
In his speech “Seeing Through the Regulatory Looking Glass: PCAOB Inspection Reports” (which includes a delightful number of Alice in Wonderland references!), PCAOB Board Member J. Robert Brown Jr. explores historical decisions the Board made about the content and structure of inspection reports.  He then describes changes the current Board is making to these reports in their process of increasing transparency, including: Use of plain English Less jargon Providing an executive summary Including…
As we are now moving past the middle of July, many of us are reviewing draft Form 10-Qs and grappling with how to disclose the impact of COVID-19’s disruption and uncertainty.  Here are a few thoughts for your review process. Don’t forget to update and tailor your risk factors. Even if the impact of COVID-19 on your business has not been dramatic, consider your specific situation and think about whether risk factors should be updated. …
As we get closer to second quarter 2020 reporting, addressing the impact of COVID-19 in earnings releases is a top-of-mind issue.  The impact will, of course, differ from company to company.  Here is one example from Carnival Corporation.  Carnival’s fiscal year ends on November 30, so their fiscal second quarter ended on May 31, 2020.  Carnival released earnings on June 18, 2020, providing an early example of how COVID-19 can be reflected in earnings releases. In…
In this unprecedented period of disruption in our lives and our businesses, it is crucially important to keep investors informed.  To help you in this regard, this post is a reminder of the on-demand content we have at SEC Institute ready to assist you. Our on-demand version of the SEC Reporting and Practice Skills Workshop for Lawyers, while primarily for lawyers, offers financial reporting professionals helpful segments on MD&A and 1934 Act reporting. You…
In the last several days the SEC has added to and updated its guidance about disclosures surrounding COVID-19 disruption and uncertainty and updated its pronouncements about filing and related relief.  These developments include: June 23, 2020 – CorpFin Release of Disclosure Guidance: Topic 9A – Coronavirus (COVID-19) — Disclosure Considerations Regarding Operations, Liquidity, and Capital Resources June 23, 2020 – Statement on the Continued Importance of High-Quality Financial Reporting for Investors in Light of COVID-19