The Long and Winding Road to Modernization and Simplification of SEC Rules and Forms

Section 72003 of the Fixing America’s Surface Transportation Act (the “FAST Act”), enacted in December 2015, directed the Securities and Exchange Commission (the “SEC”) to carry out a study of the SEC’s disclosure requirements, with a view toward modernizing and simplifying certain requirements in Regulation S-K and related rules and forms. Regulation S-K is the “central repository” for most of the SEC’s disclosure requirements, and is referred to in forms regarding registration of securities, annual, quarterly and other reports required to be filed and proxy statements.

“A Sight for Sore Eyes”: New SEC Pay Ratio Guidance

What do public companies working to implement the pay ratio rules before next proxy season and Vince Gill circa 1989 have in common?  They have both seen a sight for sore eyes, as the guidance released by the SEC on September 21st provides issuers with increased flexibility and relief with respect to the pay ratio rules.  This client alert briefly summarizes the SEC’s seven-page interpretive release and the SEC staff’s related published guidance and updated Compliance and Disclosure Interpretations (“C&DIs”), all of which can be accessed easily at the SEC’s new website dedica


The SEC adopted changes to the Form ADV in an effort to modernize and enhance the disclosure requirements.  These changes will go into effect October 1, 2017.  The SEC anticipates that the amended form will fill data gaps and improve risk monitoring initiatives. In addition to the detailed reporting requirements with respect to separately managed accounts (those advisory accounts that are not pooled investment vehicles) and umbrella registration, several notable amendments include: