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SEC Seeks Comments on PCAOB’s Auditor’s Report Standard

The Securities and Exchange Commission (“SEC”) wants feedback on the Public Company Accounting Oversight Board’s (“PCAOB”) auditing standard, The Auditor’s Report on an Audit of Financial Statements When the Auditor Expresses an Unqualified Opinion. Recently, the SEC issued the related document for public comment, Notice of Filing of Proposed Rules on The Auditor’s Report on an Audit of Financial Statements When the Auditor Expresses an Unqualified Opinion, and Departures from Unqualified Opinions and Other Reporting Circumstances, and Related Amendments to Auditing Standards. Subject to SEC approval, the PCAOB standard is intended to improve the effectiveness of the auditor’s report by. Read More.

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PCAOB Standard-Setting and Research Agendas Updated

The Public Company Accounting Oversight Board’s (“PCAOB”) Office of the Chief Auditor (“OCA”) has updated its standard-setting agenda. Revised as of June 30, the periodic update reflects the PCAOB’s standard-setting and research agendas, and includes the OCA’s standard-setting agenda, scheduled milestones, and recent developments including the following: Auditor’s Reporting Model (adopted in June by PCAOB and awaiting the Securities and Exchange Commission’s approval) Auditing Accounting Estimates, Including Fair Value Measurements (exposure draft comment period ends Wednesday, August 30) The Auditor’s Use of the Work of Specialists (exposure draft comment period ends Wednesday, August 30) Supervision of Audits Involving Other Auditors. Read More.

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SEC Proposal Labels Certain Securities as Covered Securities

The Securities and Exchange Commission (“SEC”) recently issued the Proposed Rule, Covered Securities Pursuant to Section 18 of the Securities Act of 1933. The proposal would impact Rule 146 under Section 18 of the Securities Act of 1933, by designating certain securities on Investors Exchange LLC as covered securities under Section 18(b) of the Securities Act. According to Rule 146(b), covered securities are national securities exchanges, or segments of such exchanges, that are considered having listing standards that are “substantially similar” to the Named Markets. Covered securities under Section 18(b) are excluded from state law registration requirements. Comments on the. Read More.

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SEC Staff to Make Disclosure Rule Changes under Regulation S-K

Securities and Exchange Commission (“SEC”) Chairman Jay Clayton said the agency’s staff is preparing for changes to disclosure rules under Regulation S-K. In a speech on July 12, Clayton remarked that the rule amendments will be founded on the Report on Modernization and Simplification of Regulation S-K. The report, which the SEC submitted to Congress last December, covers various Regulation S-K provisions such as Item 10(d). The rule focuses on companies that issue securities and their ability to include documents in filings by a reference, as opposed to submitting the entire document. The report recommends amending Item 10(d) to allow. Read More.

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Companies Can Submit Draft Registration Review Statements for IPOs

The Securities and Exchange Commission (“SEC”) has announced that effective July 10, its Division of Corporation Finance (“Corp Fin”) will allow companies to present draft registration statements regarding their initial public offerings (“IPOs”) for non-public review. This includes IPOs and most offerings made during the first year after an organization enters the public reporting system. Corp Fin’s decision gives companies additional flexibility to design their offering. The non-public review following the IPO decreases its likelihood of being exposed to market fluctuations, which could negatively impact the offering process and public shareholders. Requiring a public filing period before the marketing launches. Read More.

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Audit Standard Issued for Exempt Securities Offerings

Earlier this week, the American Institute of Certified Public Accountants’ Auditing Standards Board published a new standard for auditor reports that supplement securities offerings not registered with the Securities and Exchange Commission. The new standard, Statement on Auditing Standards No. 133, Auditor Involvement With Exempt Offering Documents, will be effective for audit reports used with offerings sold on or after June 15, 2018. Municipal bonds, securities issued by nonprofits or religious organizations, crowdfunded offerings, securities issued in accordance with Regulation A, and franchise offerings qualify as securities offerings.

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