On March 9th, the staff of the SEC’s Division of Corporation Finance published a list of answers to FAQs concerning the implementation of the Holding Foreign Insiders Accountable Act (HFIA Act). The list of responses addresses the obligations of directors and officers of foreign private issuers with a class of equity securities registered under Section 12 of the Exchange Act and which are preparing for their first filings under Section 16(a) of the Exchange Act as a result of the effectiveness of the HFIA Act. On December 18, 2025, the President signed into law the HFIA Act, which will be effective on March 18, 2026. Continue reading "SEC Answers Popular Inquiries with FAQs..." »

On February 27th, the SEC voted to approve final rule and form amendments under the Exchange Act that reflect recently adopted requirements under the Holding Foreign Insiders Accountable Act (HFIA), which enhance transparency into the holdings and transactions of officers and directors of foreign private issuers (FPIs). Pursuant to the HFIA, Section 16(a) was amended to require directors and officers of FPIs with a class of equity securities registered under Section 12 of the Exchange Act to disclose their holdings and transactions in the FPI’s equity securities Continue reading "SEC Approves Rule Amendments for Holding..." »

The SEC’s Division of Corporation Finance recently released a group of Compliance and Disclosure Interpretations (C&DIs), which represent updates to the Division's interpretations of Proxy Rules and Schedules, Tender Offer Rules and Schedules, Regulation S-K and Securities Act Sections and Rules. Continue reading "SEC Releases Additional Compliance and..." »

On November 13th, the SEC’s Division of Corporation Finance published a set of anticipated questions and answers for issuers following the recent government shutdown. During the shutdown, issuers filed over 900 registration statements; the Division currently is working to clear the backlog of filings. The Division’s guidance is intended to provide transparency and address many of the questions that issuers may have concerning pending filings with the SEC. Continue reading "SEC Updates Guidance Regarding Government Shutdown" »

Amidst the current government shutdown, the SEC’s Division of Corporation Finance shares that activities will be extremely limited. More specifically, the Division will not be able to accelerate the effectiveness of registration statements. Continue reading "SEC’s Division of Corporation Finance Offers..." »

On September 5th, the SEC announced the establishment of the Cross-Border Task Force that aims to further the Division of Enforcement's endeavors to detect and combat cross-border fraud harming U.S. investors. The Division will direct its efforts toward companies, intermediaries, exploitative traders that try to use international borders to hinder and avoid U.S. investor protections. Continue reading "SEC Launches New Cross-Border Task Force to..." »

The SEC’s Division of Corporation Finance periodically makes informal staff interpretations available to the public via the Financial Reporting Manual (FRM). Continue reading "SEC Updates Financial Reporting Manual" »

On July 2nd, the SEC’s Division of Corporation Finance updated sections of its Financial Reporting Manual (FRM) in which the Division’s staff periodically publishes informal interpretations for the public. The current version of the FRM has been posted to reflect the 2020 amendments to the S-X Acquisition Rules (S-X 3-05, S-X 3-14, S-X 8-04, and S-X 8-06) and S-X Article 11. The FRM also includes other minor updates. Continue reading "SEC’s Division of Corporation Finance Updates..." »

The SEC's Division of Corporation Finance recently released a group of Compliance and Disclosure Interpretations (C&DIs), which represent updates to the Division's interpretations of Regulation S-K, Legal Proceedings. Continue reading "SEC Releases Additional Compliance and..." »

On May 16th, the SEC's Division of Corporation Finance released a group of Compliance and Disclosure Interpretations (C&DIs), which represent updates to the Division's interpretations of Section 112. Form SF-1, Asset-Backed Securities. Continue reading "SEC Releases Additional Compliance and..." »

On April 25th, the SEC's Division of Corporation Finance released a group of Compliance and Disclosure Interpretations (C&DIs), which represent the Division's interpretations of the Exchange Act Rules. Continue reading "SEC Publishes Additional Compliance and..." »

On April 11th, the SEC’s Division of Corporation Finance released a group of Compliance and Disclosure Interpretations (C&DIs), which represent updates to the Division's interpretations of the Exchange Act Rules and Exchange Act Forms. Continue reading "SEC Issues Additional Compliance and Disclosure..." »

On March 12th, the SEC’s Division of Corporation Finance released a group of Compliance and Disclosure Interpretations (C&DIs), which represent the Division's interpretations of the Securities Act Rules, Securities Act Sections, Regulation Crowdfunding, and Securities Act Forms. The staff’s release comprises a list that includes two new questions, 12 revised questions, and 10 withdrawn questions. Continue reading "SEC Issues Additional Compliance and Disclosure..." »

On March 3rd, the SEC announced that its Division of Corporation Finance will continue to facilitate capital formation by enhancing the accommodations available to companies for nonpublic review of draft registration statements. Please see the Division’s announcement, Enhanced Accommodations for Issuers Submitting Draft Registration Statements, on sec.gov. Continue reading "SEC to Further Facilitate Capital Formation for..." »

The SEC has informed filers that they now may find revised information regarding technical and structured data aspects of the Filing Fee Disclosure and Payment Methods Modernization rule on the EDGAR Filing Fees webpage. Continue reading "SEC Announces Filing Fee Exhibit Updates for..." »