Financial and Simplification. Pro rata spin-offs — In a pro rata spin-off transaction, a registrant receives no consideration; therefore, the registrant should apply existing requirements (see the notes to paragraph 2130.2 of the SEC Financial Reporting Manual (FRM)) by comparing the carrying value of the spinnee with the registrant’s total assets when measuring its significance. SEC ENFORCEMENT IN FINANCIAL REPORTING AND DISCLOSURE: 2020 YEAR-END UPDATE The second half of 2020 saw U.S. Securities and Exchange Commission (“SEC”) enforce-ment activity continue to rebound from deep uncertainty and change caused by the COVID-19 pandemic. We include a date tag when the change is significant. SEC Financial Reporting Manual — Division of Corporation Finance. 2020 SEC comment letter trends podcast. 2020 SEC comment letter trends podcast. The Financial Reporting Manual has been updated as of October 30, 1 Twitter 2 Facebook 3RSS 4YouTube 2020 SEC Filing Deadlines and Financial Statement Staleness Dates 2020 SEC Filing Deadlines 10-K for Year Ended December 31, 2019 ... See “Division of Corporation Finance Financial Reporting Manual,” Section 1220.5. Notice to Staff: This Manual was originally prepared by the staff of the Division of Corporation Finance to serve as internal guidance. The Government Financial Reporting Manual: 2020-21 ... 1.1.2 The Government Financial Reporting Manual (FReM) sets out core guidance for preparing government annual reports and accounts in the United Kingdom. Clarified Rule 3-09 of Regulation S-X income test calculation when there is more than one equity method investee. Financial Accounting and Reporting Manual - Updated June 2019. To GAAP or non-GAAP. • SEC Reporting Update: Highlights of trends in 2020 SEC comment letters: An analysis of current reporting issues discusses the SEC staff’s comments on public company filings to provide insights on the SEC staff’s areas of focus. It gives participants practical, hands-on experience preparing annual reports, quarterly reports, current reports, and the proxy statements in compliance with the SEC—even as the regulatory requirements change. document to return to this page. It is designed to be ... 2020 Implementation Points – Amounts Used to Measure Significance ... 4300 Report on Internal Control over Financial Reporting . It complements guidance on the handling of public funds published separately by Welcome to the Division of Corporation Finance’s Financial Reporting Manual (FRM). For questions related to these amendments, please contact the individual(s) listed on the related rulemaking, 1110.1, 1120, 1210, 2015.6, 2515, 2810.1, 3250, 4130.2, 4130.3, 4710, 4850, 5110.3, 6120.5, 6240.1, 10110.2, 11110.1, and 11200, STAY CONNECTED Financial Reporting Manual Division of Corporation Finance. The Securities Exchange Act of 1934 (Exchange Act or 1934 Act) requires most domestic SEC Sections of the Financial Reporting Manual have been updated as of December 1, 2017. Revised for amendments to Accelerated Filer and Large Accelerated Filer definitions pursuant to SEC Release No. 2020 SEC comment letter trends podcast. SEC Reporting Update. replacing “income statement” with and Office of Chief Accountant in the last few In order to ease the burden on preparers of government annual reports and accounts (ARAs), this guidance sets out the minimum reporting requirements as per the Financial Reporting Manual (FReM). SEC Memorandum Circular No. Disclaimer: This Manual was originally prepared by the staff of the Division of Corporation Finance to serve as internal guidance. Previous updates are marked using the same convention and represent the last revision to that section. companies and their advisors: Acts on behalf of the Commission to grant relief Revised for amendments related to SEC Release No. Financial reports present financial history in regular, concise and standardized formats. This publication is intended as a reference tool for preparing annual reports on Form 10-K. For inquiries and feedback please contact our … On 9 November 2016, the SEC’s Division of Corporation Finance revised certain sections of its Financial Reporting Manual. 2020 AICPA Conference on Current SEC & PCAOB Developments KPMG reports on the important messages coming from this year’s conference. 1 . 3 Skadden, Arps, Slate, Meagher & Flom LLP and Affiliates Capital Markets Financial Reporting Manual Notice to Staff: This Manual was prepared by the staff of the Division of Corporation Finance. 2020 SEC REPORTING INSIGHTS 2020 was another busy year for SEC rulemaking and activities that affect financial reporting. tag when the change is significant. Non-GAAP measures and the on-going dialogue: What you should know. 4. The staff has authority, where 6 Guidance 2.5.1 Inclusion of other content than XHTML and XBRL in the Inline XBRL document July 2020 Guidance 2.5.2 Indication of the language used in textual mark ups July 2019 Guidance 2.5.3 Use of more than one target XBRL document for an Inline XBRL Document Set (IXDS) July 2020 Guidance 2.5.4 Use of the Cascading Style Sheet (CSS) language It complements guidance on the handling of public funds published separately by Non-GAAP financial measures: 5 things you need to know 2021 SEC Filing Deadlines and Financial Statement Staleness Dates 10-K for Year-ended December 31, 2020 ... 2020 Q3 financial statements for initial public offerings, Delinquent Filers and Loss ... See “Division of Corporation Finance Financial Reporting Manual,” Section 1220.5. Changes that are administrative in nature CF-OCA performs the following functions that may result in communications with These sections have been marked with the date tag, “Last updated: 12/1/2017,” to identify the changes. Revised to include another example of when a “To Be Issued” Accountant’s Report may be accepted. In 2008, in an effort to increase transparency of informal staff interpretations, the Division posted a version of the Manual to its website. The SEC staff’s interpretations and guidance about Article 11 pro forma financial information are included in Topic 3 of the FRM. 1 See Reg S-X Rule 3-12. Sections of the Financial Reporting Manual have been updated as of October 30, The consolidated financial statements are prepared in accordance with International Financial Reporting Standards (IFRS). The SEC has made it available on its public website. Securities, Amendments to These sections have been marked with the date tag, “Last updated: 10/30/2020,” to identify the changes. The information presented also may not reflect the views of other Divisions and Offices at the Commission. See paragraphs 1340.1 and 1340.2 of the SEC Financial Reporting Manual for a full list of the criteria an issuer must meet, as assessed at the end of its fiscal year, to qualify as an accelerated filer or a … Topics SEC/Other regulators. The Financial Reporting Manual is a key source of the Division’s informal accounting guidance and has been updated with changes through October 30. Clarified Rule 3-09 of Regulation S-X income test SEC Financial Reporting Manual — Division of Corporation Finance. Non-GAAP measures and the on-going dialogue: What you should know. marked with a date tag. This seminar provides a sound grounding in SEC reporting and compliance for financial professionals at public companies or companies planning an IPO. Subject AccountingLink. SEC Financial Reporting Manual - Topic 8: Non-GAAP Measures of Financial Performance, Liquidity and Net Worth. Sec 6 - Payroll Accruals – 9910’s Updated June 2020. We include a date tag when the change is significant. • Pro forma financial information: A guide for applying Article 11 of Regulation S-X summarizes the form eligibility standards. IFRS 16 will be effective in the public sector from 1 … The information included in this Manual may be updated from time to time and positions may change. 33-10532, Disclosure Update As noted in the final rule, the amendments “are intended to improve for investors the financial information about acquired or disposed businesses, facilitate more … Non-GAAP measures and the on-going dialogue: What you should know. 6350 IFRS Filers – Financial Statements of Other Entities . Requests for this assistance should The guidance is not a rule, regulation or statement of the Commission and the Commission has neither approved nor disapproved this information. The information presented also may not reflect the views of other Divisions and Offices at the Commission. This update does not include changes for three recent rulemakings. (for example, section reference updates or grammatical improvements) are not The "SEARCH FINANCIAL REPORTING MANUAL" function is currently unavailable due to maintenance and will be restored in the future. 2020 SEC annual reports – Form 10-K. 16 Dec 2020 PDF. Businesses, Qualifications SEC Staff Updates the Financial Reporting Manual and Compliance and Disclosure Interpretations The staff of the SEC’s Division of Corporation Finance recently published an update to the Division’s Financial Reporting Manual (FRM). Clicking the linked section number will direct you to the location Clarified that Rule 3-13 of Regulation S-X applies only to the financial 34-88365. 2020 AICPA Conference on Current SEC & PCAOB Developments KPMG reports on the important messages coming from this year’s conference. All told, the SEC—despite a full-scale transition to telework and The Financial Reporting Manual has been updated as of October 30, 2020. years. • SEC Reporting Update: Highlights of trends in 2020 SEC comment letters: An analysis of current reporting issues discusses the SEC staff’s comments on public company filings to provide insights on the SEC staff’s areas of focus. The SEC is watching. 33-10513. To GAAP or non-GAAP. Business Combinations Business Combinations — SEC Reporting Considerations Carve-Out Transactions Comparing IFRS Standards and U.S. GAAP Consolidation — Identifying a Controlling Financial Interest Contingencies, Loss Recoveries, and Guarantees Contracts on an Entity's Own Equity Convertible Debt Current Expected Credit Losses Debt Distinguishing Liabilities From Equity Earnings … Link copied Overview. SEC Enforcement in Financial Reporting and Disclosure: Mid-Year 2020 Update We are pleased to present our annual mid-year update on financial reporting and issuer disclosure enforcement activity for 2020. The government financial reporting manual is the technical accounting guide for the preparation of financial statements. Non-GAAP measures and the on-going dialogue: What you should know. 34-88365. This White Paper focuses on the U.S. Securities and Exchange Commission’s (“SEC”) enforcement activity for the first half of 2020 but also Quarterly update from KPMG on accounting and financial reporting developments, including SEC matters and FASB activity. The guidance is not a rule, regulation or statement of the Commission and the Commission has neither approved nor disapproved this information. ... 2020.1 Updated to clarify application of Rule 3 -13 and Note 5 to Rule 8-01 of ... 6345 First-time Adopters that Previously Used U.S. GAAP for the Primary Financial Statements in SEC Filings . Quarterly update from KPMG on accounting and financial reporting developments, including SEC matters and FASB activity. statements included in a Form 8-K and not to the timely Section I of this memo describes our key considerations for Annual Reports on Form 10-Ks in two parts: (1) Housekeeping Items for Form 10-Ks in 2020; and (2) Top Seven Disclosure Considerations for the … submitted by, Helps identify and explain the applicable rules, Revised to include another example of when a “To Be ... 2020 Implementation Points – Amounts Used to Measure Significance ... FRC Codification of Financial Reporting Policies FRR SEC Financial Reporting Release FSP FASB Staff Position FTB FASB Technical Bulletin . These sections have been marked with the date tag, “Last updated: To date, we have seen very few SEC staff comments on disclosures in periodic reports that address the pandemic. 2021 SEC quarterly reports — Form 10-Q | 1 1 Overview We are pleased to present our 2020 SEC quarterly reports, a reference guide to help you prepare your financial and related information for Form 10-Q. 32, Series of 2020, allows the preparation of the AFS of BSP Supervised Financial Institutions (BSFIs) in accordance with the Philippine Financial Reporting … Described the impact a substantial deficiency situation may have on “timely filed” criteria in certain rule and form eligibility standards. Clicking the linked section number will direct you to the location of the change in the document. issued by the PCAOB, Division of Corporation Finance, First, a new web-based format (see below) that is easy to access and navigate; and second, the traditional PDF format. of the Reporting Manual and/or to other ESEF-related material is deemed appropriate. This memorandum outlines key considerations from White & Case's Public Company Advisory Practice for US public companies in preparation for the 2020 annual reporting and proxy season. Non-GAAP financial measures: 5 things you need to know Requests for interpretive letters should be Revised for amendments to Smaller Reporting Company definition pursuant to SEC may have on “timely filed” criteria in certain rule and II. The information in this Manual is non-authoritative. 5 Flickr 6LinkedIn 7 Pinterest 8 Email Updates, Financial Statements and Schedules in Registration and Proxy Statements, Unaudited Interim Period Financial Statements, Bank Reorganizing under Newly-formed Holding Company, Supplemental and Restated Financial Statements Related to Post - Balance Sheet Events, Age of Financial Statements in Registration or Proxy Statements, Periodic Reporting Requirements (Exchange Act Filings), Accelerated and Large Accelerated Filer Status: Entering, Exiting and Implications, Changes in Fiscal Year – Implementation Guidance, Interim Period Reporting Considerations (All Filings), Selected Quarterly Financial Data Not Required, Implementation Points – Amounts Used to Measure Significance, Implementation Points – Financial Statements Used to Measure Significance, Financial Statement Periods Required Under S-X 3-05 and S-X 8-04, Age of Financial Statements – Interaction of S-X 3-05(b)(4) and Instruction to Item 9.01 of Form 8-K, Foreign Business, Hostile Tender Offers, and Troubled Financial Institutions, Acquisitions of Selected Parts of an Entity, SAB 80: Application of S-X 3-05 in Initial Registration Statements, Form 8-K – Measuring Significance of a Disposed Business, Financial Statements of Target Companies in Form S-4, Real Estate Acquisitions and Properties Securing Mortgages, Real Estate Operations – When to Present Financial Statements, Real Estate Operations – Measuring Significance, Real Estate Operations – Individually Insignificant Acquisitions, Real Estate Operations – Special Requirements for “Blind Pool” Offerings, Real Estate Operations – Required Financial Statements, Properties Securing Loans, which in Economic Substance Represent an Investment in Real Estate, including Acquisition Development and Construction (ADC) Arrangements, Properties Securing Loans that Represent an Asset Concentration [SAB Topic 1I], Proxy Statements for Acquisitions of Real Estate Operating Properties, Equity Method Investments, Including Fair Value Option, Combined/Consolidated Financial Statements of Investees, Summarized Financial Data – Registrants Subject to S-X, ASC 825 Fair Value Option for an Equity Method Investment and S-X 3-09 and S-X 4-08(g), Condensed Consolidating Financial Information, Periodic Reporting by Subsidiary Issuers and Guarantors, Measuring “Substantial Portion of the Collateral”, Credit – Third Party Financial Statements, Asset-Backed Securities – Presentation of Certain Third Party Financial Information, Third Party Credit Enhancements for Securities that are NOT “Asset-backed Securities”, General Partner, Where Registrant is a Limited Partnership, Parent-Only Financial Statements (Condensed), Financial Statements of a Significant Customer, Circumstances Requiring Pro Forma Presentations, Disposition of a Significant Portion of a Business, Acquisition of One or More Real Estate Operations, Registrant Previously was Part of Another Entity, Preparation Requirements – Form and Content, Pro Forma Condensed Statement of Comprehensive Income, Pro Forma Presentations Reflecting Debt Financing, Prohibition on Assuming Offering Proceeds, Combining Entities with Different Fiscal Years, Historical Results Include Unusual Events, Sub-Chapter S Corporations and Partnerships, Distributions to Promoters/Owners At or Prior to Closing of IPO, Other Changes in Capitalization At or Prior to Closing of IPO, Pro Forma Requirements for Real Estate and Leasing Operations, Duly Registered and in Good Standing Under the Laws of the Accountant’s Place of Residence or Principal Office, Report on Internal Control over Financial Reporting, Management’s Annual Report on Internal Control over Financial Reporting, Review Reports on Interim or Pro Forma Data, Unusual Issues Involving Changes in Accountants, Non-Reliance on Previously Issued Financial Statements or Related Audit Report or Completed Interim Review, Non-Reliance on Previously Issued Financial Statements, Non-Reliance on Previously Issued Audit Report or Completed Interim Review, Other – Prior Disclosures Regarding Disclosure Controls and Procedures, Contingent Upon Future Event or Transaction, Contingent Upon Future Underwriting Agreement, Accountant’s Inability to Reissue Reports, Eligibility as a Smaller Reporting Company, Financial Statements Required Pursuant to S-X 3-05 or 3-09, Form and Content Disclosure Required by Regulation S-X are Not Applicable, General Financial Statement Requirements for Foreign Private Issuers, Periods for which Financial Statements are Required, Age of Financial Statements in a Registration Statement, Updating of Financial Statements in Delayed or Continuous Offerings, Due Dates for Annual Reports on Form 20-F, Acceptance of IFRS as Issued by the IASB without Reconciliation to U.S. GAAP, Interim Financial Statements Presented by IFRS Filers, First-time Adopters that Previously Used U.S. GAAP for the Primary Financial Statements in SEC Filings, IFRS Filers – Financial Statements of Other Entities, IFRS Filers – Article 11 Pro Forma Information, Requirement for Reconciliation to U.S. GAAP, Disclosures, if the U.S. Dollar is Not the Reporting Currency, Reporting Currency for Domestic Registrants and Non-Foreign Private Issuers, Price-Level Adjusted Financial Statements and Effects of Hyperinflationary Environments, Preparation of Price-level Adjusted Financial Statements, Disclosure of Change in Accountants and Disagreements, Expenses Incurred on Behalf of Registrant, Transfers and Receivables to or from Shareholders, Distributions to or from Major Shareholders Prior to Offering, Statements of Revenues and Direct Expenses, Pro Forma Financial Statement Requirements, Valuation of Privately-Held-Company Equity Securities Issued as Compensation, Definition of a Non-GAAP Financial Measure, General Applicability and Requirements of Regulation G and S-K 10(e), General Application of Regulation G and S-K 10 to Foreign Private Issuers, Presentation of Net Tangible Book Value per Share, Tabular Disclosure of Contractual Obligations, Additional Guidance Provided in Respect of MD&A, Accounting Standards Transition Period Accommodation, Internal Control Over Financial Reporting [SOX 404] Accommodation, Number of Years Registrant Financial Statements to be Presented under IFRS, Multi-Jurisdictional Disclosure System (“MJDS”), New Revenue Standard (FASB ASC Topic 606), Financial Statements of Other Entities and Significance, New Leasing Standard (FASB ASC Topic 842), New Disclosures About Short-Duration Contracts For Insurance Entities (FASB ASC Topic 944), Registration and Proxy Statements for Mergers, Acquisitions and Similar Transactions, Change in the Reporting Entity or a Business Combination Accounted for in a Manner Similar to a Pooling of Interests, Financial Statement Requirements in Registration Statements Pursuant to Retrospective Adjustments to Provisional Amounts in a Business Combination, Cash Offer Financial Statement Requirements, Financial Statement Requirements of Schedule TO, Financial Statement Requirements of Schedule 13E-3, Item 1010 of Regulation M-A: Financial Statements, Filing Requirements of Form S-8 and Form 11-K, Employee Benefit Plan a Separate Registrant, Exchange Act Age of Financial Statements Requirements, MJDS Offerings – Eligibility Requirements, Offerings of Investment Grade Non-Convertible Debt or Preferred Securities, Registration and Periodic Reporting under the Exchange Act, Fiscal Years Differing by 93 Days or Less, Gains/Losses on Sales or Disposals by Real Estate Investment Trusts, SFAS 159 [ASC 825] Fair Value Option for an Equity Method Investment and S-X 3-09 and S-X 4-08(g), Other Financial Statements May Be Required, Accounting and Financial Reporting Guidance, Compliance and Disclosure Interpretations, No-Action, Interpretive and Exemptive Letters, Communications with the Division of Corporation Finance’s Office of Chief Accountant (CF-OCA), Foreign Private Issuers & Foreign Businesses, Non-GAAP Measures of Financial Performance, Liquidity and Net Worth, Management's Discussion and Analysis of Financial Position and Results of Operations (MD&A), Reporting Issues Related to Adoption of New Accounting Standards, Reverse Acquisitions and Reverse Recapitalizations, Effects of Subsequent Events on Financial Statements Required in Filings, Reporting Issues Relates to Adoption of New Accounting Standards.