SEC amends rules on financial reporting of business acquisitions and dispositions

2021 ◽  
Vol ahead-of-print (ahead-of-print) ◽  
Author(s):  
Richard J. Parrino
Keyword(s):  
Financial Reporting ◽  
Securities And Exchange Commission ◽  
Financial Statement ◽  
Content Type ◽  
Reporting Framework ◽  
Depth Analysis ◽  
The Us ◽  
Rule Changes ◽  
The Right ◽  
The Impact

Purpose This article examines the comprehensive amendments recently adopted by the US Securities and Exchange Commission (SEC) to its accounting and other rules that govern financial statement filing requirements for significant business acquisitions and dispositions. Design/methodology/approach The article provides an in-depth analysis of the rule changes in the context of the SEC’s attempt to balance the right of investors to obtain adequate information about the impact of an acquired or disposed business on an SEC registrant against the filing burdens that can result from over-identification of acquisitions or dispositions as material to the registrant based on the SEC’s “significance” tests. Findings The rule amendments bring enhanced coherence to a reporting framework that has been characterized in part by inconsistencies, gaps, unreliable valuation principles, and ambiguities. The amendments contribute to the SEC’s ongoing disclosure effectiveness initiative by updating, clarifying, and codifying many requirements that had developed piecemeal in market practice or through guidance issued by the SEC’s staff. Originality/value This article provides expert guidance on a major SEC disclosure requirement from an experienced securities lawyer.

Bringing order to non-GAAP financial measures: SEC sues to enforce “equal-or-greater-prominence” requirement

2019 ◽  
Vol 20 (4) ◽  
pp. 51-57
Author(s):  
Richard J. Parrino
Keyword(s):  
Design Methodology ◽  
Securities And Exchange Commission ◽  
Content Type ◽  
Financial Measures ◽  
Generally Accepted Accounting Principles ◽  
Enforcement Action ◽  
Accounting Principles ◽  
Depth Analysis ◽  
The Us ◽  
Earnings Releases

Purpose This article examines the first action by the US Securities and Exchange Commission to enforce the “equal-or-greater-prominence” requirement of its rules governing the presentation by SEC-reporting companies, in their SEC filings and earnings releases, of financial measures not prepared in accordance with generally accepted accounting principles (GAAP). Design/methodology/approach This article provides an in-depth analysis of the equal-or-greater-prominence rule and the SEC’s enforcement posture in the context of the SEC’s concern that some companies present non-GAAP financial measures in a manner that inappropriately gives the non-GAAP measures greater authority than the comparable GAAP financial measures. Findings Although the appropriate use of non-GAAP financial measures can enhance investor understanding of a company’s business and operating results, investors could be misled about the company’s GAAP results by disclosures that unduly highlight non-GAAP measures. The SEC’s enforcement action signals a focus on the manner in which companies present non-GAAP financial measures as well as on how they calculate the measures. Originality/value This article provides expert guidance on a major SEC disclosure requirement from an experienced securities lawyer.

The impact of demographic characteristics of CEOs and directors on audit fees and audit delay

2015 ◽  
Vol 30 (8/9) ◽  
pp. 963-997 ◽  
Author(s):  
Maretno Agus Harjoto ◽  
Indrarini Laksmana ◽  
Robert Lee
Keyword(s):  
Ethnic Minority ◽  
Financial Reporting ◽  
Audit Committee ◽  
Reporting Quality ◽  
Audit Fees ◽  
Content Type ◽  
Top Executives ◽  
The Us ◽  
Female Ceos ◽  
The Impact

Purpose – The purpose of this study is to examine the impact of gender and ethnicity of CEO and audit committee members (directors) on audit fees and audit delay in the US firms. Design/methodology/approach – Audit-related corporate governance literature has extensively examined the determinants of audit fees and audit delay by focusing on board characteristics, specifically board independence, diligence and expertise. The authors provide empirical evidence that gender and ethnicity diversity in corporate leadership and boardrooms influence a firm’s audit fees and audit delay. Findings – This study finds that firms with female and ethnic minority CEOs pay significantly higher audit fees than those with male Caucasian CEOs. The authors also find that firms with a higher percentage of ethnic minority directors on their audit committee pay significantly higher audit fees. Further, the authors find that firms with female CEOs have shorter audit delay than firms with male CEOs and firms with a higher percentage of female and ethnic minority directors on their audit committee are associated with shorter audit delay. Results indicate that female CEOs and both female and ethnic minority directors are sensitive to the market pressure to avoid audit delay. Research limitations/implications – The results suggest that gender and ethnic diversity could improve audit quality and the firms’ overall financial reporting quality. Practical implications – This study provides insights to regulators and policy-makers interested in increasing diversity within a firm’s board and top executives. Recently, the US Securities and Exchange Commission (SEC) and the European Commission have been pressing publicly traded companies to improve diversity among their directors. This study provides evidence and perspective on how diversity can enhance financial reporting quality measured by audit fees and audit delay. Originality/value – Previous studies have not given much attention on the impact of racial ethnicity in addition to gender characteristics of top executives and audit committee directors on audit fees and audit delay.

scholarly journals Twenty years of XBRL: what we know and where we are going

2020 ◽  
Vol ahead-of-print (ahead-of-print) ◽  
Author(s):  
Francesca Bartolacci ◽  
Andrea Caputo ◽  
Andrea Fradeani ◽  
Michela Soverchia
Keyword(s):  
Decision Making ◽  
Corporate Governance ◽  
Financial Reporting ◽  
Financial Statement ◽  
Financial Disclosure ◽  
Content Type ◽  
Business Reporting ◽  
Decision Making Processes ◽  
Governance Choices ◽  
The Impact

Purpose This paper aims to extend the knowledge of eXtensible Business Reporting Language (XBRL) to synthesize what 20 years of accounting and business literature on XBRL suggests about the effective improvement from its implementation in financial reporting. Design/methodology/approach A systematic literature review and bibliometric analysis of 142 articles resulted in the identification of 5 primary research streams: adoption issues; financial reporting; decision-making processes, market efficiency and corporate governance; audit and assurance issues; and non-financial reporting. Findings The results reveal a scarcity of studies devoted to explicating the consequences of XBRL implementation on financial reporting outside the SEC’s XBRL mandate and listed companies’ contexts. Also, some papers’ results question the usefulness of the language on the decision-making process. The overall lack of literature concerning the impact of XBRL on financial statement preparers, especially with reference to SMEs, is evident. Moreover, the consequences on corporate governance choices and the relevant internal decision-making processes are rarely debated. Research limitations/implications The findings are useful for users of companies’ financial disclosure policies, particularly for regulators who manage XBRL implementation in countries where XBRL has not yet been adopted as well as for others working in specific areas of financial disclosure, such as non-financial reporting and public sector financial reporting. Originality/value This study differs from previous literature on XBRL as it focuses on a wider period of analysis and offers a unique methodology – combination of bibliometric and systematic review – as well as a business perspective for deepening XBRL.

Digital corporate reporting and value relevance: evidence from the US and Japan

2020 ◽  
Vol ahead-of-print (ahead-of-print) ◽  
Author(s):  
Yuan George Shan ◽  
Indrit Troshani
Keyword(s):  
Financial Reporting ◽  
Stock Price ◽  
Value Relevance ◽  
Accounting Information ◽  
Financial Information ◽  
Content Type ◽  
Corporate Reporting ◽  
The Us ◽  
The Impact ◽  
Corporate Financial Reporting

PurposeThe study improves current understanding concerning the implications of digital corporate reporting technology on the informativeness of accounting information.Design/methodology/approachIt looks at how XBRL, an exemplar digital corporate financial reporting technology, affects value relevance of accounting information in the US and Japan, two key jurisdictions where XBRL has been mandated. We operationalise stock price and return value relevance models to assess and compare predicted associations between selected accounting measures and market value of equity in these countries.FindingsWe predict that the selected accounting measures are more value relevant after XBRL was mandated than before. We find evidence to support our prediction for the US sample. We also predict and find that the contribution of XBRL to the value relevance of the selected accounting measures is greater in the US than in Japan. Overall, our evidence provides support that digital corporate reporting technology enhances relevance and reliability of accounting measures.Originality/valueThe study appears to be the first to have examined the impact of XBRL on value relevance whilst comparing between two major jurisdictions. The study extends emerging but limited literature concerning the benefits of digital corporate financial reporting for enhancing the communication between firms and users of financial information. The findings are useful to both users of financial information and standard setters.

SEC’s disclosure effectiveness initiative reshapes MD&A disclosure requirements

2021 ◽  
Vol ahead-of-print (ahead-of-print) ◽  
Author(s):  
Richard J. Parrino
Keyword(s):  
Design Methodology ◽  
Securities And Exchange Commission ◽  
Financial Information ◽  
Content Type ◽  
Market Participants ◽  
Financial Condition ◽  
Disclosure Requirements ◽  
Depth Analysis ◽  
The Us ◽  
Financial Disclosures

Purpose This article examines rule amendments issued by the US Securities and Exchange Commission in November 2020, as part of the SEC’s ongoing “disclosure effectiveness initiative”, that revise in significant respects the requirements for financial disclosures presented in SEC filings as Management’s Discussion and Analysis of Financial Condition and Results of Operations. Design/methodology/approach This article provides an in-depth analysis of the rule amendments in the context of contrasting perspectives expressed by the SEC, individual SEC Commissioners who dissented from adoption of the amendments, and market participants regarding the merits of the SEC’s movement away from prescriptive disclosure requirements towards a more principles-based approach to disclosure. Findings Although the SEC’s rules have long reflected a mix of principles-based and prescriptive disclosure elements, the principles-based emphasis in this latest stage of the SEC’s disclosure modernization project accords the managements of filing companies greater latitude to determine whether financial information is material to investors and how such information should be presented. Originality/value This article provides expert guidance on a major new SEC disclosure development from an experienced securities lawyer.

SEC shortens standard settlement cycle to T+2

2017 ◽  
Vol 18 (3) ◽  
pp. 11-15
Author(s):  
James R. Burns ◽  
James E. Anderson ◽  
Kimberly Beattie Saunders ◽  
Charles F. Gyer
Keyword(s):  
Design Methodology ◽  
Settlement System ◽  
Content Type ◽  
Regulatory Guidance ◽  
The Us ◽  
Rule Changes ◽  
Regulatory Regimes ◽  
The Impact ◽  
Insight Into

Purpose To describe the steps taken by the SEC to shorten the standard settlement cycle for most broker-dealer transactions from three business days to two business days after the trade date. Design/methodology/approach Provides insight into a recent area of focus for SEC regulators and describe the SEC’s efforts to improve the efficiency of and reduce risks associated with the US national clearance and settlement system. Findings Industry participants must continue to work toward an migration date from T+3 to T+2 on September 5, 2017. In addition, numerous corresponding rule changes have been made or are expected across other regulatory regimes, including other federal regulators and self-regulatory organizations. Industry participants should monitor communications from these organizations closely for guidance about regulatory updates related to T+2. Originality/value Practical regulatory guidance regarding SEC operational requirements for the US national clearance and settlement system and the impact on related SEC regulations from experienced securities lawyers.

SEC adopts rules to modernize and simplify disclosure

2019 ◽  
Vol 20 (2) ◽  
pp. 1-8
Author(s):  
Laura D. Richman ◽  
David S. Bakst ◽  
Robert F. Gray ◽  
Michael L. Hermsen ◽  
Anna T. Pinedo ◽  
...  
Keyword(s):  
Design Methodology ◽  
Securities And Exchange Commission ◽  
Confidential Information ◽  
Content Type ◽  
Disclosure Requirements ◽  
The Us ◽  
Rule Changes ◽  
Practical Guidance ◽  
Material Information ◽  
Practical Implications

Purpose To describe the modernization and simplification amendments of certain disclosure requirements of Regulation S-K and related rules and forms recently adopted by the US Securities and Exchange Commission (SEC). Design/methodology/approach This article provides an overview of the amendments, their effective dates and related practical considerations for companies. Findings The amendments cover many provisions within Regulation S-K and affect various forms that rely on the integrated disclosure requirements of Regulation S-K. The amendments are designed to enhance the readability and navigability of SEC filings, to discourage repetition and disclosure of immaterial information and to reduce the burdens on registrants, all while still providing material information to investors. The amendments contain several changes relating to confidential information contained in exhibits. For consistency, parallel amendments have been adopted to rules other than Regulation S-K, as well as to forms for registration statements and reports. Practical implications Most of the amendments are effective May 2, 2019. The amendments relating to the redaction of confidential information in certain exhibits became effective April 2, 2019. Given these dates, companies should review the rule changes implemented by the amendment now and consider how they will impact their disclosure in upcoming SEC filings. Originality/value Practical guidance from experienced lawyers in the Corporate & Securities practice.

The effect of Medicare Part D on prescription drug composition and demand

2015 ◽  
Vol 42 (2) ◽  
pp. 170-185 ◽  
Author(s):  
David Zimmer
Keyword(s):  
Prescription Drug ◽  
Medicare Part D ◽  
Medicare Part ◽  
Part D ◽  
Content Type ◽  
The Us ◽  
Upper Respiratory ◽  
Nationally Representative ◽  
The Impact ◽  
Shed Light

Purpose – The US Medicare Modernization Act of 2003 introduced optional prescription drug coverage, beginning in 2006, widely known as Medicare Part D. This paper uses up-to-date nationally representative survey data to investigate the impact of Part D not only on drug spending and consumption, but also on the composition of drug consumption. The paper aims to discuss these issues. Design/methodology/approach – Specifically, the paper investigates whether Part D impacted the number of therapeutic classes for which drugs were prescribed, and also whether Part D lead to increased usage of drugs for specific medical conditions that typically receive drug-intensive therapies. Findings – In addition to confirming findings from previous studies, this paper shows that Part D increased the number of therapeutic classes to which seniors receive drugs by approximately four classes. Part D also lead to increased usage of drugs used to treat upper respiratory disease, hypertension, and diabetes. Originality/value – While mostly concurring with previous studies on the spending impacts of Part D, this paper is the first to shed light on other impacts of Part D, specifically with respect to its impact on therapeutic classes for which drugs are prescribed.

Buyer-assisted lean intervention in supplier firms: a supplier development approach

2021 ◽  
Vol ahead-of-print (ahead-of-print) ◽  
Author(s):  
Imranul Hoque
Keyword(s):  
Financial Incentives ◽  
Large Scale ◽  
Qualitative Data ◽  
Research Approach ◽  
Capability Development ◽  
Content Type ◽  
Production Capability ◽  
Lean Tools ◽  
The Right ◽  
The Impact

PurposeThis study aims to investigate how buyer-assisted lean intervention in garment supplier factories affects garment suppliers' productivity and production capability development.Design/methodology/approachEmploying a qualitative research approach and a lean intervention design, a multiple case study method was adopted for this study. Quantitative data on productivity performance and qualitative data on production capability development were collected from a Danish buyer and their four corresponding garment suppliers. Collected data were analysed using standard lean measurement tools and qualitative data analysis techniques.FindingsThis study demonstrates that buyer-assisted lean intervention is a useful strategy for garment suppliers to enhance their productivity and production capability. However, suppliers need to select the right lean tools, ensure seriousness and commitment to lean initiatives, substantial involvement of top management and workers, arrange formal and informal training, provide performance-based financial/non-financial incentives and nurture a learning culture to facilitate suppliers' production capability development.Research limitations/implicationsThis study implemented few lean tools in a single sewing line in four supplier factories for a short intervention duration. Thus, there is a scope for future studies to investigate the impact of the lean intervention on a large scale.Practical implicationsThe findings of this study might bring new insights to the management of buyer and supplier firms concerning how buyers could involve in suppliers' lean intervention initiatives and what suppliers need to ensure to develop production capability.Originality/valueFor the first time, this study engaged a buyer in suppliers' lean intervention initiatives to improve productivity and production capability in the garment industry of a developing country.

Performance measurement and resource sharing among business sub-units in the presence of non-discretionary factors

2021 ◽  
Vol ahead-of-print (ahead-of-print) ◽  
Author(s):  
Rita Shakouri ◽  
Maziar Salahi
Keyword(s):  
Resource Sharing ◽  
Content Type ◽  
Development Level ◽  
Proposed Model ◽  
Decision Making Unit ◽  
Efficiency Estimation ◽  
Overall Efficiency ◽  
And Performance ◽  
The Right ◽  
The Impact

Purpose This paper aims to apply a new approach for resource sharing and efficiency estimation of subunits in the presence of non-discretionary factors and partial impacts among inputs and outputs in the data envelopment analysis (DEA) framework. Design/methodology/approach First, inspired by the Imanirad et al.’s model (2013), the authors consider that each decision-making unit (DMU) may consist of several subunits, that each of which can be affected by non-discretionary inputs. After that, the Banker and Morey’s model (1996) is used for modeling non-discretionary factors. For measuring performance of several subunits, which can be considered as DMUs, the aggregate efficiency is suggested. At last, the overall efficiency is computed and compared with each other. Findings One of the important features of proposed model is that each output in this model applies discretionary input according to its need; therefore, the result of this study will make it easier for the managers to make better decisions. Also, it indicates that significant predictions of the development of the overall efficiency of DMUs can be based on observing the development level of subunits because of the influence of non-discretionary input. Therefore, the proposed model provides a more reasonable and encompassing measure of performance in participating non-discretionary and discretionary inputs to better efficiency. An application of the proposed model for gaining efficiency of 17 road patrols is provided. Research limitations/implications More non-discretionary and discretionary inputs can be taken into consideration for a better analysis. This study provides us with a framework for performance measures along with useful managerial insights. Focusing upon the right scope of operations may help out the management in improving their overall efficiency and performance. In the recent highway maintenance management systems, the environmental differences exist among patrols and other geotechnical services under the climate diverse. Further, in some cases, there might exist more than one non-discretionary factor that can have different effects on the subunits’ performance. Practical implications The purpose of this paper was to measure the performance of a set of the roadway maintenance crews and to analyze the impact of non-discretionary inputs on the efficiency of the roadway maintenance. The application of the proposed model, on the one hand, showed that each output in this model uses discretionary input according to its requirement, and on the other hand, the result showed that meaningful predictions of the development of the overall efficiency of DMUs can be based on observing the development level of subunits because of the impact of non-discretionary input. Originality/value Providing information on resource sharing by taking into account non-discretionary factors for each subunit can help managers to make better decisions to increase the efficiency.

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