Issue 4
9 October 2014
SEC in Focus
Quarterly summary of current SEC activities
In this issue:
SEC pushes ahead with final
rules in three areas ...................1
SEC rulemaking and
implementation .........................2
SEC rulemaking priorities .............2
SEC staff makes observations on
first conflict minerals filings
while litigation continues .........3
Emerging growth company trends .. 3
Other SEC activities .......................4
Groups provide input on the
SEC staff’s disclosure
effectiveness initiative ............4
SEC staff weighs in on
XBRL practices .......................5
New SEC office to focus on
risk assessment tools ..............5
Investor advisory committee
makes recommendations ........5
Top proxy trends: board
composition, environmental
and social issues .....................6
Pilot plan to assess effect of tick
size for small companies
pending SEC approval .............6
Current practice matters ...............6
Personnel changes.........................7
Enforcement activities ...................7
SEC pushes ahead with final rules in three areas
The Securities and Exchange Commission (SEC) continued to make progress on its rulemaking
agenda by adopting three new rules this quarter. The final rules relate to money market
funds, asset-backed securities and credit rating agencies.
Money market fund rules
The SEC issued final rules aimed at minimizing money market funds’ exposure to rapid
redemptions. Institutional prime money market funds will be required to operate with a floating
net asset value (NAV) after a two-year transition period. Boards of directors of nongovernment
money market funds will be required to impose 1% fees on redemptions if the fund’s weekly
liquid assets fall below 10% of total assets unless the board determines
that imposing such a fee would not be in the best interest of the fund.
Boards of these funds will have the option of imposing redemption fees
of up to 2% and/or suspending redemptions (i.e., imposing gates) for up
to 10 business days in a 90-day period, if the fund’s weekly liquid assets
fall below 30% of its total assets. Government funds will be permitted
but not required to impose fees and gates.
The new rules require increased diversification of money market fund holdings and stress
testing. The rules also will require money market funds to disclose certain information about
fees, gates, floating NAVs and significant events on their website. Money market funds also
will be required to disclose significant events by filing a new Form N-CR within one business
day of the event.
The SEC also said that, in normal circumstances, an investment in a money market fund with
a floating NAV or one that could impose fees or gates still could be considered a “cash
equivalent” under US GAAP. However, the SEC said registrants that invest in money market
funds would have to assess whether that classification remains appropriate if a fund
experiences credit or liquidity issues or imposes a fee or gate.
EY AccountingLink | www.ey.com/us/accountinglink
Asset-backed securities rules
EY resources
► To the Point, SEC adopts rules to
minimize money market funds’
exposure to rapid redemptions
(SCORE No. BB2791)
► To the Point, SEC proposes rule
requiring most companies to
disclose ‘pay ratio’
(SCORE No. CC0375)
► Comment letter, Pay ratio
disclosure (SCORE No. CC0382)
► To the Point, SEC proposes rules
to permit crowdfunding
(SCORE No. CC0378)
► Comment letter, Crowdfunding
(SCORE No. CC0389)
► To the Point, SEC proposes
‘Regulation A+’ to expand exempt
offerings (SCORE No. CC0385)
► Comment letter, Proposed rule
amendments for small and
additional issues exemptions
under Section 3(b) of the
Securities Act (Regulation A+)
(SCORE No. CC0390)
► Comment letter, Credit risk
retention (SCORE No. CC0379)
The SEC also adopted rules that require issuers of asset-backed securities (ABS) to make new
asset-level disclosures in initial and ongoing reporting with the SEC. The rules also revised the
definition of an asset-backed security in Regulation AB. Issuers of ABS buy and bundle loans,
such as residential mortgage and auto loans, and structure securities backed by those assets
for sale to investors. The rules also revise the ABS shelf offering eligibility criteria, eliminate
the prior investment grade requirement, and change the procedures and forms related to
shelf offerings. For example, new Forms SF-1 and SF-3 will be used to distinguish ABS filers
from corporate filers and to tailor the requirements for ABS offerings. The rules also require
ABS issuers that use a shelf registration statement to file a preliminary prospectus at least
three business days before the first sale of securities.
Registered credit rating agencies rules
Finally, the SEC adopted amendments and new rules that apply to credit rating agencies
registered with it as nationally recognized statistical rating organizations (NRSROs). The
rules, mandated by the Dodd-Frank Wall Street Reform and Consumer Protection Act
(Dodd-Frank Act), require registered credit rating agencies to enhance governance, protect
against conflicts of interest and increase transparency. The changes are intended to improve
the quality of credit ratings and increase credit rating agency accountability.
The rules require NRSROs to file an annual report on internal controls with the SEC, including
an annual certification by the CEO about the effectiveness of internal controls. The rules also
require NRSROs to provide additional certifications with each credit rating action saying the
rating was not influenced by other business activities.
The new rules also require issuers and underwriters of rated ABS to disclose the findings and
conclusions of any third-party due diligence report obtained by the issuer or underwriter in
connection with the ABS offering. Additional reporting is required of the third-party due
diligence providers and NRSROs that rate a registered ABS.
SEC rulemaking and implementation
SEC rulemaking priorities
EY resources
► The JOBS Act: 2014 mid-year
update (SCORE No. CC0397)
Chair Mary Jo White, testifying before the Senate Committee on Banking, Housing and Urban
Affairs, acknowledged that while the SEC has made significant progress, more work remains
on rulemaking required by the Dodd-Frank Act and the Jumpstart Our Business Startups Act
(JOBS Act). The SEC also cited its obligations under the Dodd-Frank and JOBS Acts in its
strategic plan 1 for fiscal years 2014 to 2018. The SEC staff, meanwhile, has said that certain
proposals required by the Dodd-Frank Act are in the works, including (1) enhanced disclosure
about the relationship between executive pay and company performance, (2) disclosures
about hedging by employees and directors and (3) listing standards requiring the “clawback”
of executive incentive-based compensation after an accounting restatement due to material
noncompliance with federal securities laws. The SEC’s 2014 rulemaking agenda includes the
following rules mandated by the two acts:
•
Reproposed rules on disclosures about resource extraction payments
•
Final rules on pay ratio disclosures
•
Final rules on crowdfunding and Regulation A+ exemptions
•
Final rules on risk retention by sponsors of asset-backed securities
2 | SEC in Focus Issue 4, 9 October 2014
EY AccountingLink | www.ey.com/us/accountinglink
SEC staff makes observations on first conflict minerals filings while litigation continues
Initial Form SD filings
EY resources
► Let’s talk: governance, First-year
conflict mineral reporting reveals
insights and surprises
(SCORE No. CF0086)
Earlier this year, approximately 1,300 registrants filed a Form SD with their first conflict
minerals disclosures. Of these filings, 77% included a conflict minerals report, and only four
conflict minerals reports were accompanied by an independent private sector audit report.
Recently, the SEC’s Director of the Division of Corporation Finance, Keith Higgins, provided
the following observations on the first conflict minerals filings:
•
Registrants may proceed directly to perform due diligence on the source and chain of
custody of their conflict minerals without making a reasonable country of origin inquiry.
If a registrant determines that its conflict minerals were not sourced from the conflict
region, the registrant should provide clear disclosure about the process used to reach
that conclusion.
•
Registrants should not make statements implying that products are conflict-free if they
have not obtained an independent private sector audit of their conflict minerals report.
•
Registrants must disclose, if known, the identity of the smelter or refiner used to process
their minerals.
As required by the Dodd-Frank Act, the Department of Commerce recently released a list of
all known conflict mineral processing facilities worldwide. Although the list identifies known
processing facilities, the Commerce Department was unable to identify which facilities process
minerals used to finance conflict in the covered countries.
Litigation
Meanwhile, the litigation over the conflict minerals rule is ongoing. After a three-judge panel
of the US Court of Appeals for the District of Columbia Circuit decided that certain requirements
in the SEC’s conflict minerals rule violate the First Amendment, the SEC issued an order
staying the effective date for those requirements. The SEC has asked the full US Court of
Appeals to rehear the decision of its three-judge panel. The US Chamber of Commerce,
National Association of Manufacturers and Business Roundtable filed a joint response to the
SEC’s petition arguing that the standards for a rehearing are not met and that the SEC’s
request for a rehearing should be denied.
Emerging growth company trends
EY resources
► The JOBS Act: 2014 mid-year
update (SCORE No. CC0397)
More than two years after the JOBS Act created a new category of issuer called an emerging
growth company (EGC), EGCs dominate the initial public offering (IPO) market. Our statistics
show that 84% of IPOs that went effective from the law’s enactment in April 2012 through
June 2014 involved EGCs. These EGCs were primarily concentrated in the health care,
technology, real estate, oil and gas, and financial services sectors.
We also have tracked 2 how EGCs are using the relief available to them under the JOBS Act.
The majority took advantage of the confidential submission process (85%) and relief on
executive compensation disclosures by not providing a compensation discussion and analysis
(94%), as allowed by the JOBS Act.
Over time, we have seen an increase in EGCs electing to provide two years of audited financial
statements in their IPO registration statements instead of the three years the SEC normally
requires. Through 30 June 2014, 53% of EGCs took advantage of this relief, while only 35% of
those that filed registration statements through 31 December 2012 did so. The majority of
EGCs electing to provide two years of audited financial statements operate in the health care,
3 | SEC in Focus Issue 4, 9 October 2014
EY AccountingLink | www.ey.com/us/accountinglink
oil and gas, and real estate sectors. The majority of EGCs, however, haven’t elected to adopt
new or revised accounting standards when they are effective for private companies, another
form of relief the JOBS Act provided. Through June 2014, approximately 82% of EGCs made
the irrevocable election to follow public company effective dates, which are generally earlier
than those for private companies.
Of the EGC offerings that have gone effective since the JOBS Act was enacted, approximately
4% (15 EGCs) lost EGC status as of the date of their most recent Form 10-K or Form 20-F.
Although there is no requirement to disclose the reasons for the loss of EGC status, most
ceased to be EGCs because they became large accelerated filers while the rest lost EGC status
based on the revenue criterion (i.e., their annual revenues exceeded $1 billion).
Other SEC activities
Groups provide input on the SEC staff’s disclosure effectiveness initiative
Preparers, investors and other constituents have begun submitting comments on the SEC’s
disclosure effectiveness initiative. The staff has said that it is reviewing SEC disclosure
requirements and reaching out to companies, investors and other market participants for
ideas about how to streamline disclosures and make them more meaningful.
‘An important
element … will be
striking the right
balance between
principles-based
requirements and
line-item disclosures
that inform investor
decision-making.’
The various stakeholders continue to debate how best to streamline disclosure requirements.
Some of the suggestions submitted to the SEC staff include the following:
•
Develop a principles-based disclosure framework to allow more flexibility and judgment in
determining the disclosures necessary to communicate material information to investors
•
Eliminate disclosure of information that has become obsolete due to changes in
technology (e.g., historical stock price disclosures, selected financial data)
•
Eliminate duplicative disclosures arising from redundant Regulation S-K requirements or
from the overlap of SEC and Financial Accounting Standards Board (FASB) disclosure rules
•
Clarify the disclosure objectives of similar SEC and FASB requirements to determine
whether they remain valid and provide guidance about how those disclosures should
interact so that information being provided is useful to investors
•
Eliminate the requirement to provide a discrete management’s discussion and analysis
(MD&A) comparing the second and third year results and focusing instead on trends over
a three-year period
•
Upgrade the SEC’s EDGAR system and leverage advances in technology to more
effectively disclose information about the company’s business or profile
•
Include sunset provisions in new rules that would require the SEC staff to conduct a
post-adoption review and assess whether the disclosures continue to be relevant given
changes in economic, business or regulatory factors
— Keith Higgins, Director,
Division of Corporation Finance
The SEC staff has said that reducing the volume of disclosures is not the sole objective of this
initiative. Accordingly, if the SEC staff identifies potential gaps in disclosure or opportunities
to increase the transparency of disclosures, it may recommend new or enhanced disclosure
requirements. The staff continues to encourage companies, investors and other market
participants to provide their views on how to make disclosures more effective and submit
their suggestions through the spotlight page on the SEC’s website. The SEC is expected to
issue one or more concept releases later this year to seek public input.
4 | SEC in Focus Issue 4, 9 October 2014
EY AccountingLink | www.ey.com/us/accountinglink
SEC staff weighs in on XBRL practices
EY resources
► Technical Line, Using the 2014
XBRL US GAAP Taxonomy
(SCORE No. CC0395)
The SEC Division of Corporation Finance recently sent letters to certain registrants saying
their XBRL exhibits omitted the required calculation relationships for certain line item
elements and requesting that such relationships be included in future XBRL exhibits. These
relationships show the mathematical connection between elements (e.g., current assets plus
noncurrent assets equal total assets on the balance sheet). A sample “Dear CFO letter” is also
available on the SEC’s website.
Separately, the staff of the Division of Economic and Risk Analysis (DERA) issued
observations about custom tagging in XBRL exhibits and noted that some registrants, often
those in the last XBRL phase-in group (i.e., accelerated and non-accelerated filers), used
custom tags for more than half the tagged items in their filings. SEC rules permit custom tags
to be used only when a standard tag from the XBRL taxonomy doesn’t exist for a financial
element. The SEC staff plans to continue monitoring trends in custom tagging and may
consider further guidance or other actions.
2015 US GAAP financial reporting taxonomy
The FASB issued for public comment the proposed 2015 US GAAP financial reporting
taxonomy. The comment period ends on 31 October 2014. The SEC must approve the new
taxonomy before registrants can use it.
New SEC office to focus on risk assessment tools
The SEC announced that the Office of Risk Assessment within DERA will coordinate efforts to
develop more effective risk assessment tools. DERA has developed risk assessment tools and
models to support a wide range of SEC activities, including the Accounting Quality Model to
help the Division of Corporation Finance and the Enforcement Division’s Financial Reporting
and Audit Task Force identify financial reporting irregularities. The new office will continue to
develop and use predictive analytics to support surveillance and investigative programs.
Investor advisory committee makes recommendations
Definition of an accredited investor
The Investor Advisory Committee (the Committee), which was established by the Dodd-Frank
Act to advise the SEC on regulatory priorities and initiatives to protect investors and promote
investor confidence, approved subcommittee recommendations that the SEC evaluate whether
the current accredited investor definition is effective in identifying individuals who do not need
the protections afforded by Securities Act of 1933. The subcommittee expects that further
analysis of the current definition will reveal that a significant percentage of individuals who
currently qualify as accredited investors still need the investor protections of the Securities
Act, in which case the subcommittee recommended that the SEC:
• Revise the definition to address an individual’s financial sophistication (e.g., professional
experience, certifications)
• Consider limiting unregistered investments to a percentage of an investor’s income or net
worth if the current individual financial thresholds are retained
• Consider alternative and more reliable ways for issuers to verify accredited investor status,
such as allowing third-party verification
• Prohibit individuals acting as a purchaser’s representative from accepting compensation or
personal financial involvement in the investment being recommended
5 | SEC in Focus Issue 4, 9 October 2014
EY AccountingLink | www.ey.com/us/accountinglink
Disclosure of preliminary voting results
EY resources
► Let’s talk: governance,
Companies respond to calls for
more meaningful governance
disclosure (SCORE No. CF0083)
► Let’s talk: governance, 2014
proxy season review
(SCORE No. CF0096)
► Let’s talk: governance, Audit
committee reporting to
shareholders (SCORE No. CF0098)
The Committee also approved subcommittee recommendations that the SEC issue rules to
ensure that brokers and intermediaries act impartially when disclosing preliminary proxy
voting results. The recommendations are intended to address concerns related to the
selective disclosure of preliminary voting results and possible conflicts of interest by
intermediaries in the proxy process.
Top proxy trends: board composition, environmental and social issues
In our review of the 2014 proxy season filings, we reviewed trends in shareholder proposal
submissions, investor voting, proxy statement disclosures and investor engagement. Many
investors favor the annual election of directors under a majority vote standard and want to
see boards with an independent chair. Both investors and boards are focusing on whether the
right directors are in the boardroom. Shareholder proposal submissions remain high, with
approximately 45% of proposals focusing on environmental and social topics. More than
2,200 companies have gauged investor support for their compensation policies and practices
through a say-on-pay vote this year. For companies that have elected a triennial frequency,
this proxy season marked their second say-on-pay vote. Investor support for say-on-pay
proposals, averaging 91%, held steady.
The 2014 proxy season also saw more robust disclosures on the activities of the audit
committee, including their oversight of external auditors. Continuing the trends of the past
several years, an increasing number of Fortune 100 companies are going beyond the
minimum requirements for audit committee-related disclosures.
Pilot plan to assess effect of tick size for small companies pending SEC approval
A plan for a targeted 12-month pilot program by the national securities exchanges and the
Financial Industry Regulatory Authority (FINRA) to establish a national market system to
increase tick sizes of smaller companies that meet certain criteria is pending SEC approval.
The pilot will include stocks with a market capitalization of $5 billion or less, an average daily
trading volume of one million shares or less and a closing share price of at least $2 per share.
Tick sizes are the increments in which registrants’ shares are quoted and traded. Currently,
this increment is one cent. The pilot will consist of one control group that will be quoted at the
current tick size increment of one cent and three test groups with wider tick sizes for quotes
and trading (e.g., five-cent minimum increments). The results of the pilot will be used to
analyze, among other things, the effects of wider trading increments on liquidity, execution
quality, volatility and market maker profitability.
EY resources
Current practice matters
► Technical Line, A closer look at
SEC staff weighs in on selected financial data disclosures related to revenue
the new revenue recognition
standard (SCORE No. BB2771)
► Technical Line, New revenue
standard affects more than just
revenue (SCORE No. BB2772)
► To the Point, Audit committee
considerations for the new
revenue standard
(SCORE No. BB2782)
At a recent Financial Accounting Standards Advisory Council (FASAC) meeting, an SEC staff
member said the staff won’t object if companies that select a full retrospective approach to
adopt the new revenue standard do not recast the earliest two years in their selected financial
data disclosures. That is, a company would be required to reflect the accounting change in the
summary only for the three years for which it presents full financial statements elsewhere in
the filing. However, companies will be required to include clear disclosure about the lack of
comparability. Regulation S-K requires a summary of selected financial data for at least the
most recent five fiscal years, while Regulation S-X requires the financial statements to include
statements of income, comprehensive income and cash flows for three years.
6 | SEC in Focus Issue 4, 9 October 2014
EY AccountingLink | www.ey.com/us/accountinglink
Generally, when a company adopts a new accounting standard with retrospective application,
the SEC staff requires registrants to apply that standard to all periods in the five-year selected
financial data table. Companies can choose to apply the new revenue standard using either the
full retrospective approach or a modified retrospective approach. The SEC staff interpretation
removes an impediment that would have discouraged companies from electing the full
retrospective approach.
No better time than the present to think about filer status
EY resources
► Technical Line, Movin’ on up to
accelerated filer status: You’ll
need an audit of ICFR for this year
(SCORE No. CC0372)
SEC Rule 12b-2 requires companies to assess their filing status as of the end of each fiscal year
based on certain criteria, including their public float as of the last business day of their second
fiscal quarter (30 June for calendar-year registrants). In addition, a registrant that loses EGC
status would be required to file its annual report for that year as a non-EGC and comply with
the rules and regulations applicable to its filing status. With increases in stock prices compared
to the prior year, more public companies have a higher public float and thus may be required to
obtain audits of their internal control over financial reporting (ICFR) under Section 404(b) of
the Sarbanes-Oxley Act of 2002 and meet accelerated deadlines for financial reporting.
Specifically, an increase in public float could require registrants that previously were
non-accelerated filers, smaller reporting companies and EGCs to obtain audits of ICFR this
year. A subsequent decline in stock price after the last business day of a registrant’s second
fiscal quarter would not change its filing status for this year.
Personnel changes
Schnurr named SEC Chief Accountant
James Schnurr was named Chief Accountant of the SEC’s Office of the
Chief Accountant. Mr. Schnurr recently retired from Deloitte LLP where
he served as vice chairman and senior professional practice director in
the firm’s national accounting office. He had been a partner at Deloitte
for 29 years and previously served in the firm’s mergers and acquisitions
group. He succeeds former Chief Accountant Paul Beswick.
Flannery named head of SEC Division of Economic and Risk Analysis
James Schnurr
Mark Flannery was named Chief Economist and Director of the SEC’s
Division of Economic and Risk Analysis. Dr. Flannery was a finance
professor at the University of Florida and also has served in various roles
at the Federal Reserve, Treasury Department and the Federal Deposit
Insurance Corporation. Dr. Flannery succeeds Craig Lewis, who left the
SEC in May 2014 to rejoin Vanderbilt University.
Enforcement activities
Mark Flannery
Turning up the heat on internal control-related enforcement actions
Over the past year, the staffs of the SEC’s Division of Corporation Finance and the Division of
Enforcement, including the Financial Reporting and Audit Task Force, has heightened their
scrutiny of ICFR. Two recent enforcement actions, in fact, focus on deficiencies related to ICFR.
In one matter, the SEC announced charges against the chief executive officer and a former chief
financial officer of a small company for allegedly misrepresenting the state of the company’s
ICFR and misleading the company’s auditors. Specifically, the individuals were charged with
signing a Form 10-K containing a false management report on ICFR and for failing to disclose all
significant deficiencies in internal control to the company’s auditors. The company was a
non-accelerated filer and was not subject to an audit of ICFR under Section 404(b) of the
Sarbanes-Oxley Act.
7 | SEC in Focus Issue 4, 9 October 2014
EY AccountingLink | www.ey.com/us/accountinglink
‘Companies must
have adequate
internal accounting
controls designed
to comply with their
financial reporting
obligations to
the public …’
— Michael Maloney,
Chief Accountant,
Division of Enforcement
In another enforcement matter, the SEC sanctioned a company for having inadequate internal
controls over its financial reporting. The SEC’s investigation found that the company failed to
properly recognize and report revenue because it could not demonstrate vendor specific
objective evidence of the fair value of services related to certain software license agreements.
In August 2012, the company restated its financial statements for fiscal years 2008 to 2010
and the interim periods of fiscal year 2011. In connection with the restatement, the company
identified control deficiencies and acknowledged that the deficiencies constituted a previously
undisclosed material weakness in its ICFR related to revenue recognition.
SEC charges company insiders for not promptly reporting stock transactions
As part of a coordinated enforcement initiative focused on reporting of holdings and
transactions of company stock by insiders, the SEC charged 28 officers, directors or major
shareholders (i.e., insiders) with violating federal securities laws that require them to
promptly report information about their holdings and transactions. In addition, the SEC
charged six public companies with contributing to filing failures by insiders or failing to report
their insiders’ filing delinquencies.
Corporate officers, directors and certain beneficial owners of more than 10% of a registered
class of a company’s stock must use Form 4 to report their transactions in company stock
within two business days. Beneficial owners of more than 5% of a registered class of a
company’s stock must use Schedule 13D and 13G to report certain information relating to
their beneficial ownership. In certain cases, company personnel may not have timely reported
the transactions on behalf of officers and directors.
The SEC said that it used quantitative data analytic tools to identify companies and insiders
with high rates of filing deficiencies. A majority of the insiders agreed to settle the charges
and paid penalties totaling $2.6 million.
More whistleblower awards, including largest ever
The SEC announced an award of more than $30 million to a whistleblower that also represented
the fourth award to a whistleblower who lives in a foreign country. The award was more than
double the previous high of $14 million announced in October 2013. The chief of the SEC’s
Office of the Whistleblower said the award shows the international breadth of the program
and provides a strong incentive to whistleblowers to come forward with credible information
about potential violations of securities laws.
Separately, the SEC also announced its first award to an individual in an audit or compliance
function at a company. Such employees are eligible for an award if they first report a possible
violation internally and then report the same information to the SEC if the company doesn’t
take action on the information within 120 days. The individual was awarded $300,000.
The SEC’s whistleblower program rewards people who provide high-quality original information
that leads to an enforcement action with sanctions of more than $1 million. Rewards range
from 10% to 30% of amounts collected. The number of awards has increased over the years.
The SEC made its first award under the program in fiscal 2012. There were four whistleblower
awards in fiscal 2013 and nine in fiscal 2014.
8 | SEC in Focus Issue 4, 9 October 2014
EY AccountingLink | www.ey.com/us/accountinglink
What’s next at the SEC?
• We expect the SEC to proceed with rulemaking mandated by the Dodd-Frank and JOBS
acts, including final rules on pay ratio disclosures, crowdfunding and Regulation A+, and
proposals for executive compensation rules.
• We expect the SEC staff to perform additional outreach on its disclosure effectiveness
project and the SEC to issue one or more concept releases later this year.
• Chair White announced that the SEC will hold a roundtable early next year to discuss a
number of proxy-related matters.
• At the 2014 AICPA National Conference on Current SEC and PCAOB Developments that
begins on 8 December 2014, senior SEC staff will provide their perspectives on the
latest developments in accounting and financial reporting. We will summarize the
conference in our Compendium of significant accounting and reporting issues that will
be available shortly after the conference.
Endnotes:
1
2
EY | Assurance | Tax | Transactions | Advisory
© 2014 Ernst & Young LLP.
All Rights Reserved.
SCORE No. CC0402
ey.com/us/accountinglink
The SEC’s strategic plan for fiscal years 2014 — 2018 is available at: http://www.sec.gov./about/sec-strategic-plan-2014-2018.pdf
The statistics in this section are based on our review of EGC trends from enactment on 5 April 2012 through 30 June 2014.
About EY
EY is a global leader in assurance, tax, transaction and advisory services. The insights and quality services we deliver help build trust and confidence in the
capital markets and in economies the world over. We develop outstanding leaders who team to deliver on our promises to all of our stakeholders. In so doing,
we play a critical role in building a better working world for our people, for our clients and for our communities.
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. Ernst & Young Global Limited, a UK company limited by guarantee, does not provide services to clients. For more information about our organization,
please visit ey.com.
Ernst & Young LLP is a client-serving member firm of Ernst & Young Global Limited operating in the US.
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. Please refer to your advisors for specific advice.
9 | SEC in Focus Issue 4, 9 October 2014