Public Company Advisory: SEC Snapshots - ­­­­­First Quarter 2021

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The members of Maynard’s Public Company Advisory Practice counsel public companies, as well as companies aiming to become public, on the full range of matters shaping their operation in the public markets. As a continued service to our clients, we provide a quarterly summary of important developments affecting public companies. Top trending items for the first quarter of 2021 are listed below (in chronological order and with embedded links to the source materials):

• National Defense Authorization Act for Fiscal Year 2021 became law, expanding the SEC’s disgorgement and other enforcement powers for violations of the securities law (January 1, 2021)
• The SEC approved the PCAOB’s amendments to auditor independence requirements (January 14, 2021)
• The NYSE issued its annual compliance letter to listed companies (January 14, 2021)
• Commissioner Allison Herren Lee was appointed as Acting Chair of the SEC (January 21, 2021)
• Blackrock published its annual letter to CEOs (January 26, 2021)
• The PCAOB published 2020 Conversations with Audit Committees (February 1, 2021)
• ISS announced the release of methodology enhancements to its Governance QualityScore (GQS) ratings (February 8, 2021)
• The Division of Corporation Finance published a sample letter to companies regarding securities offerings during times of extreme price volatility (February 9, 2021)
• The Center for Audit Quality and the AICPA released ESG Reporting and Attestation: A Roadmap for Practitioners (February 17, 2021)
• Semler Brossy published a research report on human capital management disclosures (February 18, 2021)
• PwC published its 2020 Annual Corporate Directors Survey (February 24, 2021)
• The SEC staff issued a “Risk Alert” on digital asset securities (February 26, 2021)
• The SEC announced the creation of a Climate and ESG Task Force in the Division of Enforcement (March 4, 2021)
• The Division of Corporation Finance amended Disclosure Topic No. 7 regarding confidential treatment applications (March 9, 2021)
• The Acting Director of the Division of Corporation Finance presented a potential framework for ESG disclosures (March 11, 2021)
• Acting SEC Chair Lee issued a statement requesting public comment on disclosure related to climate change (March 15, 2021)
• The Division of Corporation Finance published guidance on the filing of Form C with the SEC for crowdfunding transactions (March 15, 2021)
• State Street issued its proxy voting and engagement guidelines (March 16, 2021)
• The SEC published a list of rules subject to review pursuant to the Regulatory Flexibility Act (March 17, 2021)
• Blackrock published its 2021 Stewardship Expectations Report (March 17, 2021)
• KPMG published its 2021 Audit Committee Guide (March 18, 2021)
• The SEC launched a new web page dedicated to climate and ESG issues (March 22, 2021)
• The SEC adopted interim final amendments to implement the mandated requirements of the Holding Foreign Companies Accountable Act relating to registrants audited by certain foreign accounting firms (March 24, 2021)
• The PCAOB approved the formation of a new advisory group to further expand the PCAOB’s stakeholder engagement (March 29, 2021)
• The SEC staff issued a statement addressing certain accounting, financial reporting and governance issues related to business combinations with a special purpose acquisition company (a “SPAC”) (March 31, 2021)
• The SEC Acting Chief Accountant issued a statement addressing certain financial reporting and auditing considerations related to business combinations with a SPAC (March 31, 2021)
• ISS released its Report on Climate & Voting – 2020 Review and Global Trends (March 31, 2021)

For additional information about any of the above developments, or to discuss any questions that you may have, please contact a member of Maynard’s Public Company Advisory Group.

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This Client Alert is for information purposes only and should not be construed as legal advice. The information in this Client Alert is not intended to create and does not create an attorney-client relationship.