SEC Proposes Amendments To Regulation S-K

On August 8, 2019, the SEC canceled a public meeting which was slated to talk about proposed changes to disclosures related to business descriptions, legal proceedings and risk factors under Regulation S-K and instead, on the same day, issued proposed rule changes.  The proposed changes continue the SEC’s ongoing disclosure effectiveness initiative.  My ongoing running summary of proposed and implemented rule amendments, concept releases, reports and other relevant information related to disclosure changes can be found at the end of this blog.

The proposed changes take a more principles-based approach to business descriptions and risk factors, recognizing the significant changes in business models since the rule was adopted 30 years ago.  The proposed amendments to disclosures related to legal proceedings continues the current prescriptive approach.  In addition, the proposed rule changes are intended to improve the readability of disclosure documents, as well as discourage repetition and disclosure of information that is not material.

Item 101 – Description of Business