At an open meeting today, the SEC voted to issue a request for comment (RFC) on the disclosures required by Industry Guide 3, which applies to the description of business portions of bank holding company registration statements.
As the SEC noted, the financial industry has changed since Guide 3 was last updated in the 1980s. The RFC will solicit comments with a view toward modernizing Guide 3's requirements for today's banking industry. Quantitative and qualitative disclosures, and the current tabular disclosure format, will all be open to comment.
The RFC will address the disclosures required by Guide 3 and other disclosures to which bank holding companies are subject. Some of the areas to be covered by the RFC are:
- Is there overlap or duplication that can be eliminated?
- Should other disclosure requirements applicable to financial companies, such as those required by Regulation S-K, be incorporated into Guide 3?
- How should Guide 3 capture activities other than lending and deposit taking?
- Should Guide 3 require disclosure of non-interest income?
- Should the scope of Guide 3 be expanded to include public financial companies other than bank holding companies?
- What other disclosures should be required to help investors make informed investment decisions?
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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