The SEC recently published a request for comment on Regulation S-X (see: http://www.sec.gov/rules/other/2015/33-9929.pdf), which signals an important step in the Commission's continuing review of disclosure requirements. The request for comment is focused on financial statement disclosures for entities other than a registrant, such as, for example, financial statements for an acquired business, financial statements for a non-wholly owned entity, and financial statements for a guarantor. In the context of acquisitions, the request for comment asks about the Rule 3-05 financial statements and the utility of pro forma information, as well as the significance tests for determining whether financial statements of a target or acquired entity are required to be provided.
Because of the generality of this update, the information provided herein may not be applicable in all situations and should not be acted upon without specific legal advice based on particular situations.
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