The SEC is proposing amendments to the federal proxy rules that will require the use of universal proxies in all non-exempt solicitations in connection with contested elections of the directors. These universal proxies will include the names of both registrant and dissident nominees, which would allow shareholders to vote by proxy in a manner that more closely resembles how they would vote at a shareholder meeting. The proxy process is the way most shareholders engage in the election of directors, so these proposed changes would have a large impact on corporations with securities registered pursuant to Section 12 of the Exchange Act. The Commission has long been focused on protecting and enhancing the ability of shareholders to elect directors, and these rules concerning proxies would permit better shareholder control over director elections.

The 2017 US GAAP Taxonomy is going to introduce some rather drastic changes to the way XBRL is prepared. While these changes are proposed for only a few small sections of the taxonomy for now, it looks like this is going to be the shape of things to come for XBRL.

The next N-MFP filing due for money market funds must be submitted to the EDGAR System on the new form, Form N-MFP2. This new version of the form became effective on October 14, 2016.

The Securities and Exchange Commission has adopted final rules to modernize investment company reporting, to require registered open-end management investment companies to establish and report liquidity risk management programs, and to permit such companies to use swing pricing. The effective dates for these changes vary.

Each October, the SEC sets the filing fee rate for the fiscal year, which is the rate the SEC believes will result in collections that equal annual statutory target amounts for the SEC. For the SEC’s 2017 fiscal year, this statutory target amount is $585 million, which resulted in a fee rate of $115.90 per million dollars. Throughout the year, the SEC may make adjustments to the fee rates in order to reach their target amount. The new fee rate became effective October 1, 2016 and should be used to calculate fees for filings until September 30, 2017 or the SEC adjusts the rate.

Update: The November 2 XBRL US SEC Filer Workshop has been cancelled.

XBRL US is hosting a one-day workshop for SEC filers on Wednesday, November 2, 2016 at the AICPA offices in New York City. Topics covered by the workshop will include the changes to financial reporting that regulators are proposing, including the permitted use of Inline XBRL and revisions to disclosure requirements.

As per law, the SEC has made their annual review of the fee rates and changed the filing fee rate that public companies and other issuers must pay to register their securities with the Commission. Effective 10/01/2016 to 9/30/2017, the fee rate is $115.90 per $1,000,000. Filing fees are required for filings made pursuant to Section 6(b) of the Securities Act of 1933 and Sections 13(e) and 14(g) of the Securities Exchange Act of 1934. This is an increase from last year’s rate of $100.70 per $1,000,000.

On September 19, 2016, EDGAR 16.3 was released by the Securities and Exchange Commission. This release contained changes to Form ABS-EE and filing changes for Forms N-CR, 13H-I and 13H-T.

On August 31, the SEC proposed amendments to require registrants to include a hyperlink to each exhibit listed in the exhibit index of registration statements and periodic and current reports. This proposed rule would also require such forms to be filed in HTML because ASCII does not support hyperlinking.

If you are reporting transactions on EDGAR Form 4 or 5, then you may have questions about the Transaction Code field. This field is required data in both Table I and Table II of these forms.

In October, the SEC will implement changes to money market fund rules and forms. These changes concern the removal of certain references to credit ratings as well as amendments to the issuer diversification requirements. These changes were initially proposed in March 2011 and proposed a second time in July 2014, and implementing them will bring rule 2a-7, the principal rule that governs money market funds, and Form N-MFP, the form that money markets use to report their portfolios to the SEC, into alignment with the provisions of the Dodd-Frank Act.

In XBRL as in other data reporting systems, calculations show relationships among data. Since XBRL defines calculations in this way without validating the accuracy of their results, it is important to examine the results of calculations in XBRL filings. Many preparers may assume that when a calculation does not add up, it is due to rounding, but this may not be a safe assumption.

The XBRL US Center for Data Quality has launched a public review for five new proposed validation rules. Additionally, the Data Quality Committee (DQC) has released proposed additions to the previous rule regarding inappropriate negative values.

Rule 13q-1, which requires resource extractions issuers to disclose payments made to foreign governments, was adopted by the SEC on June 27, 2016. This rule was initially adopted in August 2012 but was vacated by the U.S. District Court for the District of Columbia. Since then, several other entities adopted transparency rules that are similar to Rule 13q-1, and the SEC re-proposed the rules for the payment disclosures back in December of last year. Now, the rule has been finalized and resource extraction issuers will be required to disclose the payments in XBRL format using Form SD starting with their fiscal year ending no earlier than September 30, 2018.

The SEC has proposed amendments that would increase the financial thresholds in the “smaller reporting company” definition. This would expand the number of companies that qualify for this category, which would make more companies eligible for certain existing scaled disclosures as provided in Regulation S-K and Regulation S-X. The intention is to promote capital formation and reduce compliance costs for smaller registrants while maintaining investor protections. Under the new definition, registrants with less than $250 million in public float and registrants with zero public float if their revenues were below $100 million in the previous year would both qualify as smaller reporting companies.