future area of focus for sec comment lettersfuture area of focus for sec comment letters

Comments are based primarily on a companys disclosure and other public information, such as information on the companys website, in press releases, or discussed on analyst calls. The panel will also discuss emerging areas of focus for the upcoming year that registrants should pay close attention to when preparing their year-end disclosures. Accordingly, the statistics presented may be affected by In addition, EXAMS will review the practices, controls, and investor reporting around risk management and trading for private funds with indicia or signs of systemic importance. Ernst & Young Global Limited, a UK company limited by guarantee, does not provide services to clients. Webdefinition. SEC staff from the Divisions of Corporation Finance and Investment Management issue this type of comment letter in connection with their review of disclosure filings. Emerging Technologies and Crypto-Assets The Division will conduct examinations of broker-dealers and RIAs that are using emerging financial technologies to review whether the unique risks these activities present were considered by the firms when designing their regulatory compliance programs. Synonyms for Focus area. This message will not be visible when page is Web132 other terms for focus areas - words and phrases with similar meaning. 401(k)/403(b) Plan Litigation Risk Management, Analytics & Behavioral Science Consulting (R&G Insights Lab), Committee on Foreign Investment in the United States (CFIUS), E-Discovery, Discovery Strategies & Data Analytics, Executive Compensation & Employee Benefits, Government Enforcement / White Collar Criminal Defense, Life Sciences Licensing, Collaborations & Joint Ventures, Recently Released UFLPA Enforcement Statistics Underscore the Need for Robust Due Diligence Processes.

future guidelines. future trends. guidance related to MD&A and key performance indicators and metrics may Follow along as we demonstrate how to use the site. 541 0 obj <> endobj This organizational structure might explain why multiple companies in the same industry receive very similar comments around the same time. Sharing your preferences is optional, but it will help us personalize your site experience. WebPublic comment letters relating to SEC rulemaking and regulatory actions are found in the Regulatory Actions section of the SECs Web site. 1925 0 obj <>/Filter/FlateDecode/ID[<5DB24CCFE793BE42893DDCE29D772955><2C0CBC035B8FFD4C8791AE948DCA6F35>]/Index[1901 39]/Info 1900 0 R/Length 115/Prev 601909/Root 1902 0 R/Size 1940/Type/XRef/W[1 3 1]>>stream In early February, Satyam Khanna was named Senior Policy Advisor for Climate and ESG to then- Acting Chair Allison Herren Lee. Pertains to 12-month periods ended July 31 WebOverview on SEC comment letter considerations The global business landscape has been changing rapidly, with the COVID-19 pandemic, Russias invasion of Ukraine, supply chain and labor issues, inflation, and rising interest rates consistent with last years list, with the notable exception of climate-change endstream endobj startxref Enabled by data and technology, our services and solutions provide trust through assurance and help clients transform, grow and operate. When responding to the SEC staff, keep these best practices in mind: The company or its representatives should feel free to involve the SECs Office of the Chief Accountant (OCA) (distinct from CorpFin's Office of the Chief Accountant) at any stage in this process. area of intervention.

focus area means the section of a street extending from one cross intersection to the next cross intersection, together with the residential properties fronting on to that section of the street.

q"B#] )` 4H@PH This content is copyright protected. Examinations also will review the voting of client securities in accordance with proxy voting policies and procedures, including whether the votes align with their ESG-related disclosures and mandates, and whether there are misrepresentations of the ESG factors considered or incorporated into portfolio selection. future trends. areas for future action. future guidance. area of intervention. This material has been prepared for general informational purposes only and is not intended to be relied upon as accounting, tax, or other professional advice. The published priorities are not exhaustive and will not be the only areas the Division focuses on in its examinations, risk alerts, and outreach. PwC refers to the PwC network and/or one or more of its member firms, each of which is a separate legal entity. Unless noted otherwise, comment letter trend information Asking the better questions that unlock new answers to the working world's most complex issues. SEC comment letter trends. focal point. The SEC began publicly releasing this correspondence in 2005 for filings made after August 1, 2004 that were reviewed by the SEC staff. concentration area. This content is copyright protected. letters that the SEC issued to registrants) and does not comment letters in the current year even though they represented only 31 percent The analysis herein summarizes the WebThe MD&A comments included in the sample comment letter focus on the following areas: Regulation. A registrants review office is assigned based on its principal industry focus using Standard Industrial Classification codes, and the assignment is shown in EDGAR following the basic company information that precedes the companys filing history.

At EY, our purpose is building a better working world. Many issuers also complete annual CDP climate, water and/or forests questionnaires. WebOverview on SEC comment letter considerations The global business landscape has been changing rapidly, with the COVID-19 pandemic, Russias invasion of Ukraine, supply chain and labor issues, inflation, and rising interest rates 22 percent of the Forms 10-K filed. _h Z! To help the SEC meet its responsibilities under the Sarbanes-Oxley Act, the SECs Division of Corporation Finance (the Division) continues to selectively review documents filed by registrants under the Securities Act of 1933 and the Securities Exchange Act of 1934. area of interest. In addition to providing our insights on the nature of the SEC staff comments, we provide sample text from the SEC staffs comments and links to where you can learn more about the accounting and disclosure requirements addressed in each topical area as well as the comments themselves in some cases. was issued. In addition, during the current year, approximately 50 145 other terms for focus area- words and phrases with similar meaning. thesaurus. WebPublic comment letters relating to SEC rulemaking and regulatory actions are found in the Regulatory Actions section of the SECs Web site. All rights reserved. 0 synonyms.

Parker Poes Julie Rizzo and Doug Harmon provide tactical guidance on planning in advance and responding well. comment letters that were closed (i.e., the SEC issued a The Division publishes its examination priorities annually to provide insights into its risk-based approach, including the areas it believes present potential risks to investors and the integrity of the U.S. capital markets. Issuers also should consider other climate disclosures on their websites. 563 0 obj <>/Encrypt 542 0 R/Filter/FlateDecode/ID[<00E47038014C364E807A015C2733719B>]/Index[541 38]/Info 540 0 R/Length 113/Prev 454057/Root 543 0 R/Size 579/Type/XRef/W[1 3 1]>>stream Broader SEC priorities often influence comment letter trends. All rights reserved. concentration area. Over the past several years, areas of interest. Broader SEC priorities often The panel will also discuss emerging areas of focus for the upcoming year that registrants should pay close attention to when preparing their year-end disclosures. May be different upon comparisons with the field of interest. antonyms. SEC comment letter trends. Under the Divisions filing review process, the Division performs some level of review of each registrant at least once every three years and may issue comments to such registrants. Please seewww.pwc.com/structurefor further details. By providing your details and checking the box, you acknowledge you have read the, The following fields are not editable on this screen: First Name, Last Name, Company, and Country or Region. Turning to other CSR disclosures, although the only disclosures mentioned in the sample comment letter are CSR reports, issuers should take an expansive read of that comment. proactive guidance as needed and to conduct ongoing reviews and oversight to protect WebComment Letters. Webfuture directions. WebSynonyms for Focus Area (other words and phrases for Focus Area). SEC Comment Letter Considerations, Including Industry Insights. From time to time, the SEC invites comments from the public on Proposed Rules, Concept Releases, Self-Regulatory Organization filings, Public Company Accounting Oversight Board Rulemaking, Rulemaking Petitions, and Other Releases. Analytics. Keeping you up to date about SEC staff positions on reporting matters and proposed rulemaking that will affect registrants. In this webcast, KPMG professionals discuss recent themes and trends in comment letter activity from the SEC and what areas of focus may be on the horizon. WebSynonyms for Focus Area (other words and phrases for Focus Area). EY refers to the global organization, and may refer to one or more, of the member firms of Ernst & Young Global Limited, each of which is a separate legal entity. synonyms. The panel will discuss most frequent areas of SEC staff comments including comments issued on MD&A and non-GAAP measures. The reviewer evaluates the disclosure from a potential investors perspective and asks questions that an investor might ask when reading the document. major focus. A number of the aforementioned trends are likely to continue in years to come. Weather severity, such as floods, hurricanes, sea levels, arability of farmland, extreme fires and water availability and quantity. The topics that constitute this years top 10 list are largely The 2010 guidance is discussed in our earlier Article here. Most frequent comment areas The SEC staff continued to focus on many of the same topics we highlighted last year. At inception, the task force had 22 members drawn from the SECs headquarters, regional offices and Division of Enforcement specialized units. In March, the SEC also launched a public consultation requesting input from investors, registrants and other market participants about whether current disclosures adequately inform investors about climate change. Lists. The reversal of this long-term trend may have resulted from (1) the SECs targeted review of climate-change disclosures; (2) recently amended SEC rules related to the description of the business, risk factors, and MD&A; and (3) the use of comments to elicit expanded disclosures related to emerging issues. WebThe MD&A comments included in the sample comment letter focus on the following areas: Regulation. An investor attention-based quantitative measure of importance, using EDGAR downloads, also Quantification of material weather-related damages to the issuers properties and operations. You can set the default content filter to expand search across territories. synonyms. Responding to a comment letter? that have been closed and subsequently posted to EDGAR. PwC. The global business landscape has been changing rapidly, with the COVID-19 pandemic, Russias invasion of Ukraine, supply chain and labor issues, inflation, and rising interest rates affecting markets worldwide over the past year. suggest new. John is a senior consultation partner in the SEC services team in Deloitte & Touche LLPs National Office Accounting & Reporting Services group and is a member of the Consolidations team. Copyright 2023 Ropes & Gray LLP. area of interest. Climate disclosures in CSR reports often are aligned with the SASB (Sustainability Accounting Standards Board), TCFD (Task Force on Climate-related Financial Disclosures), GRI (Global Reporting Initiative) and/or WEF (World Economic Forum) standards, frameworks and metrics. The Division will focus on private funds, environmental, social and governance (ESG) investing, retail investor protections, information security and operational resiliency, emerging technologies, and crypto-assets. In the launch announcement, Acting Chair Lee indicated she was asking the staff to evaluate the SECs disclosure rules with an eye toward facilitating the disclosure of consistent, comparable and reliable information on climate change. 1 Twitter 2 Facebook 3RSS 4YouTube

reviews that are still ongoing or have recently been EY is a global leader in assurance, consulting, strategy and transactions, and tax services. way forward. Select a section below and enter your search term, or to search all click Division of Forms 10-K, 10-K/A, 10-Q, and 10-Q/A (which are Non-GAAP measures and MD&A continued to draw the most scrutiny from the SEC staff, followed by segment reporting. The SEC Division of Corporation Finance's filing review process is a key function utilized by the SEC staff to monitor the critical accounting and disclosure decisions applied by registrants. PwC refers to the US member firm or one of its subsidiaries or affiliates, and may sometimes refer to the PwC network. WebComment Letters. CorpFin does not publicly disclose the criteria it uses to select companies and filings for review, but Section 408 asks the SEC to consider the following selection criteria: Once a company's filing is selected, the extent of the review may be (1) a full cover-to-cover review, (2) a review of the financial statements and related disclosures (e.g., MD&A), or (3) a targeted review of one or more specific items of disclosure. Consider removing one of your current favorites in order to to add a new one. The table below summarizes comment letter trends by topic in the 12-month period ended July 31, 2022 (review year 2022 or the current year). the SEC staff often issued comments on these topics to request expanded Yes, subscribe to the newsletter, and member firms of the PwC network can email me about products, services, insights, and events. The Division will also review private fund advisers portfolio strategies, risk management, and investment recommendations and allocations, focusing on conflicts and disclosures around these areas. "Investment advisers, broker-dealers, self-regulatory organizations, clearing firms, and other registrants are critical market participants, and examinations against our laws and rules are fundamental to instilling the trust necessary for our markets to thrive. The collaborative effort to formulate the annual examination priorities starts with feedback from examination staff who are uniquely positioned to identify the practices, products, services and other factors that may pose risk to investors or the financial markets. Is based on SEC uploads (i.e., comment We expect these factors to affect the volume of comments next year as well. The potential for indirect weather-related impacts that have affected or may affect major customers or suppliers. The information contained herein is of a general nature and is not intended to address the circumstances of any particular individual or entity. SEC comment letter trends. billion or more of revenue, although these larger registrants represented only of Professional Practice, KPMG US. Parker Poes Julie Rizzo and Doug Harmon provide tactical guidance on planning in advance and responding well. Once you have viewed this piece of content, to ensure you can access the content most relevant to you, please confirm your territory. EY helps clients create long-term value for all stakeholders. Synonyms for Focus area. The sample comment letter does not create new disclosure requirements. When a company has resolved all comments on a Securities Act registration statement, the company may request that the SEC declare the registration statement effective so that it can proceed with the transaction. in the number of public companies over the past several years, which is largely The MD&A comments included in the sample comment letter focus on the following areas: Interplay with CSR Report. The SEC staff has taken note of the increasingly common issuer practice of publishing a separate corporate social responsibility report. Exceptional organizations are led by a purpose. the global economy has been affected by a variety of emerging market events, and Please reach out to, Effective dates of FASB standards - non PBEs, Business combinations and noncontrolling interests, Equity method investments and joint ventures, IFRS and US GAAP: Similarities and differences, Insurance contracts for insurance entities (post ASU 2018-12), Insurance contracts for insurance entities (pre ASU 2018-12), Investments in debt and equity securities (pre ASU 2016-13), Loans and investments (post ASU 2016-13 and ASC 326), Revenue from contracts with customers (ASC 606), Transfers and servicing of financial assets, Compliance and Disclosure Interpretations (C&DIs), Securities Act and Exchange Act Industry Guides, Corporate Finance Disclosure Guidance Topics, Center for Audit Quality Meeting Highlights, Insurance contracts by insurance and reinsurance entities, http://www.sec.gov/divisions/corpfin/cffilingreview.htm, {{favoriteList.country}} {{favoriteList.content}}. Parker Poes Julie Rizzo and Doug Harmon provide tactical guidance on planning in advance and responding well. Ropes & Gray has a leading ESG, CSR and business and human rights compliance practice. words. Review ourcookie policyfor more information. Disclosure of material pending or existing changes in climate-change related legislation, regulation and international accords, and their effect on the issuers business, financial condition and results of operations. @Aej:h E> -nD%k.|` $%h T3@\W&fueBA$1Bkb Yr`%L Qdl% with large accelerated filers representing 61 percent of the reviews with A number of the aforementioned trends are likely to continue in The global business landscape has been changing rapidly, with the

No one should act upon such information without appropriate professional advice after a thorough examination of the particular situation. future orientations. antonyms. definitions. topics of focus in the coming year. Information Security and Operational Resiliency The Division will review broker-dealers, RIAs, and other registrants practices to prevent interruptions to mission-critical services and to protect investor information, records, and assets. While the SEC is You can set the default content filter to expand search across territories. FASB Accounting Standards Codification Manual, SEC Rules & Regulations (Title 17 Commodity and Securities Exchanges), Trust Services Principles, Criteria, and Illustrations, Principles and Criteria for XBRL-Formatted Information, Audit and Accounting Guides & Audit Risk Alerts, Other Publications, Press Releases, and Reports, Dbriefs Financial Reporting Presentations, Business Acquisitions SEC Reporting Considerations, Comparing IFRS Accounting Standards and U.S. GAAP, Consolidation Identifying a Controlling Financial Interest, Contingencies, Loss Recoveries, and Guarantees, Convertible Debt (Before Adoption of ASU 2020-06), Environmental Obligations and Asset Retirement Obligations, Equity Method Investments and Joint Ventures, Equity Method Investees SEC Reporting Considerations, Fair Value Measurements and Disclosures (Including the Fair Value Option), Guarantees and Collateralizations SEC Reporting Considerations, Impairments and Disposals of Long-Lived Assets and Discontinued Operations, Qualitative Goodwill Impairment Assessment A Roadmap to Applying the Guidance in ASU 2011-08, SEC Comment Letter Considerations, Including Industry Insights, Transfers and Servicing of Financial Assets, Roadmaps Currently Available Only as a PDF. endstream endobj 1902 0 obj <. WebArea Of Focus synonyms - 36 Words and Phrases for Area Of Focus. Stay informed with Deloittes accounting and financial reporting publications and resources. Attorney advertising. Are you still working? This box/component contains JavaScript that is needed on this page. Do not delete! STUDIO DEVELOPMENT TEAM +++. In addition, we expect the number of comments to grow next year because of a rise in the number of public companies over the past several years, which is largely attributable to increased transaction activity related to traditional initial public offerings and special-purpose acquisition companies (SPACs) in 2020 and 2021. This content outlines initial considerations meriting further consultation with life sciences organizations, healthcare organizations, clinicians, and legal advisors to explore feasibility and risks. Many companies also include environmental targets in their CSR reports, including increasingly science-based targets. The second type of comment letters, between SEC staff and SEC filers, are contained in the SECs EDGAR database (see How to Search for EDGAR Correspondence). Is related to reviews conducted by the In addition to cookies that are strictly necessary to operate this website, we use the following types of cookies to improve your experience and our services: Functional cookies to enhance your experience (e.g. Recent SEC disclosure rules and interpretive percent of reviews with comment letters were for registrants generating $1 comments joining the list. 145 other terms for focus area- words and phrases with similar meaning. Informing your decision-making. Welcome to Viewpoint, the new platform that replaces Inform. The second type of comment letters, between SEC staff and SEC filers, are contained in the SECs EDGAR database (see How to Search for EDGAR Correspondence). "Asr[i0a>KGk K="Y#'?| WebThe MD&A comments included in the sample comment letter focus on the following areas: Regulation. Real estate, hospitality and construction, Cybersecurity, strategy, risk, compliance and resilience, Value creation, preservation and recovery, Explore Transactions and corporate finance, Climate change and sustainability services, Strategy, transaction and transformation consulting, How blockchain helped a gaming platform become a game changer, How to use IoT and data to transform the economics of a sport, M&A strategy helped a leading Nordic SaaS business grow. Reputational risks resulting from operations or products that produce material GHG emissions. Fullwidth SCC. Please see www.deloitte.com/about to learn more about our global network of member firms. The Statement indicated that, as part of its enhanced focus in this area, the staff would (1) review the extent to which public companies are addressing the topics identified in the SECs 2010 climate risk guidance, (2) assess compliance with disclosure obligations under the federal securities laws, (3) engage with public companies on these issues and (4) absorb critical lessons on how the market is currently managing climate-related risks. In numerous speeches, he has discussed the need for a more robust climate disclosure regime. Lists. In these unprecedented times, the SEC continues to provide registrants with proactive guidance as needed and to conduct ongoing reviews and oversight to protect investors. From time to time, the SEC invites comments from the public on Proposed Rules, Concept Releases, Self-Regulatory Organization filings, Public Company Accounting Oversight Board Rulemaking, Rulemaking Petitions, and Other Releases. The reversal of this long-term The Securities and Exchange Commissions Division of Examinations today announced its 2022 examination priorities, including several significant areas of focus and many perennial risk areas. The Securities and Exchange Commissions Division of Examinations today announced its 2022 examination priorities, including several significant areas of focus and many perennial risk areas. Heres how the numbers have years and may issue comments to such registrants. %%EOF PwC refers to the US member firm or one of its subsidiaries or affiliates, and may sometimes refer to the PwC network. areas for future action. It is for your own use only - do not redistribute. On the Radar briefly summarizes emerging issues and trends related to the accounting and financial reporting topics addressed in our Roadmaps. The sample comment letter asks that issuers advise the staff what consideration was given to providing the same type of climate-related disclosure in SEC filings as is provided in their CSR report. Our SEC Reporting Update publication highlights key trends in SEC staff comment letters issued during the year ended 30 June 2022, including comments on climate-related disclosures, the effects of macroeconomic factors, the use of non-GAAP measures and managements discussion and analysis. Although the letter from the SEC staff will request a response in 10 business days, it is acceptable for management (usually through their counsel's call to the SEC staff) to request more time if 10 days is not sufficient. complied with the existing interpretive guidance. In comments, the SEC staff may request that a company provide additional supplemental information so that they can better understand the companys disclosure, or may ask that the company provide additional or different disclosure in a future filing or change the accounting and/or revise the disclosure by filing an amendment. closed. war, supply-chain disruptions, labor shortages, inflation, and rising interest way forward. Revenue recognition also remains a focus of SEC staff comments.