July 22, 2016
Members and Friends –
Recently the Securities and Exchange Commission issued a concept release seeking comments on disclosures outlined in Regulation S-K related to public companies and financial information. The concept release is intended to review the current effectiveness of such disclosures and assess ways to improve them.
In response, the Investment Program Association recently submitted a comment letter to outline our position.
The IPA’s Legal and Regulatory committee, with input from the Non-Listed REIT, Non-Listed BDC and Due Diligence committees, made the following recommendations:
- While registrants and investors would benefit from updated Industry Guides, it would be detrimental to incorporate the Industry Guides into Regulation S-K.
- Auditors should not be required to attest to the reliability of Management’s Discussion and Analysis. Increased use of cross-references and hyperlinks would eliminate unnecessary repetition of information disclosed in previous filings or in other sections of the same filing.
- The length of risk factor disclosure could be reduced through a safe harbor or a rule change to enumerate the risks a registrant should not include in its disclosure.
- Emerging growth companies should be able to take advantage of scaled disclosure requirements to the same extent as smaller reporting companies.
Thank you to all of our outstanding committee members who worked so hard on this important initiative. We will continue to keep Members informed as it moves forward.
President and Chief Executive Officer
Investment Program Association