January 2009

SEC Year in Review:  Overview of Significant 2008 Developments
This letter summarizes many of the 2008 activities at the Securities and Exchange Commission that affect financial reporting. We begin with an overview and then discuss many of the activities in greater detail. Although not the focus of this letter, we also briefly discuss the 2008 activities of the Public Company Accounting Oversight Board, the SEC's Advisory Committee on Improvements to Financial Reporting, and the Treasury Department’s Advisory Committee on the Auditing Profession. Read more...

New Commission Rules:  Incorporation by Reference in Form S-11
In April, the SEC adopted an amendment to Form S-11 to allow registration statements filed on that form to incorporate by reference previously filed information. Form S-11 is an S-1-like form used by real estate entities to register securities offerings. The amendment to Form S-11 became effective on April 15, 2008. The Securities Offering Reform rulemaking that became effective in 2005 introduced incorporation by reference to Forms S-1 and F-1 for reporting issuers that are current in filing their Exchange Act reports and have filed at least one annual report (e.g., Form 10-K). Read more...

Auditor Reporting on Internal Control Over Financial Reporting
In June, the Commission approved a one-year delay in the requirement for auditors of smaller public companies to report on internal control over financial reporting (ICFR). This deferral means that smaller companies will not be required to provide the auditor attestation reports in their annual reports until fiscal years ending on or after December 15, 2009. The deferral does not affect management reporting on ICFR, which has been required for all public companies since fiscal years ended on or after December 15, 2007. Read more...

XBRL
During his tenure, Chairman Cox has promoted the power and ease of analyzing financial statements filed in interactive data format. In December, the Commission adopted rules that will require issuers to provide to the SEC financial statements in interactive data format using XBRL. According to the adopted phase-in schedule, the largest companies will commence XBRL reporting in fiscal periods ending on or after June 15, 2009. The phase-in schedule is included herein. Read more...

Foreign Private Issuer Reporting
The SEC took significant actions during 2008 to expand and enhance reporting by foreign private issuers. These amendments accelerate and expand reporting by foreign private issuers, enhance reporting by foreign private issuers that are not SEC registrants whose securities trade over the counter and change rules covering cross-border business combination transactions and rights offerings to facilitate participation by U.S. security holders in foreign companies' transactions on the same terms as other security holders. Read more...

In Other News...
2009 Seminars. Our seminars calendar for 2009 keeps expanding--we just added "What Does Not Kill Us Makes Us Stronger: Strategies for Individuals to Survive and Thrive in a New Reality." Also, don't miss our popular Somerset Practical MBA Program, which includes a live webinar simulcast so those of you outside the Indianapolis area can participate. Please go online to see the schedule and register.

Somerset Client Satisfaction Survey. If you are a Somerset client, please take our survey concerning the services we have provided to you. Our goal is to improve our overall relationship and better serve you. Go to survey.

Somerset Newsletters. We publish a variety of newsletters in addition to Financial Reporting News--such as Wherewithal, Tax Times, Wealth Management Bullets and several others. Please visit the Newsletters page of our web site to read the archives and sign up to have new issues delivered to your email inbox.
  

Financial Reporting News is provided by Somerset’s Assurance Team for our clients and other interested persons upon request. For additional information on the issues discussed, please contact us. Since technical information is presented in generalized fashion, no final conclusion on these topics should be made without further review. 

These articles were written by and published herein with the permission from professionals of BDO Seidman, LLP.  Somerset is a member of the BDO Seidman Alliance, a nationwide association of independently owned accounting and consulting firms.