The Commission issued interpretive guidance that goes beyond the 2011 staff guidance by addressing the importance of insider trading prohibitions and the application of disclosure controls and procedures to cybersecurity risks and incidents. The new guidance, which carries more weight because it was issued by the Commission itself, largely incorporates the staff’s previous guidance on cybersecurity disclosures. The guidance will become effective after it is published in the Federal Register. The Appendix to our publication provides relevant excerpts from the Commission’s guidance that we have organized into three broad categories: general disclosure guidance, specific disclosure guidance and corporate governance and compliance.
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