SEC to require hyperlinks to exhibits in company filings

U.S. securities issuers will be required to include a hyperlink to each exhibit in a corporate filing’s exhibit index under new rule and form amendments approved by the SEC.

The rules are designed to make it easier for investors to find exhibits that are referred to in company filings. The rules will take effect Sept. 1. Nonaccelerated filers and smaller reporting companies that submit filings in ASCII will have until Sept. 1, 2018, to comply with the rules.

The requirement will apply to exhibits that are required under Item 601 of Regulation S-K and Forms F-10 and 20-F. But the rules will exclude exhibits that are filed with Form ABS-EE and exhibits filed in extensible business reporting language (XBRL).

In addition, the SEC proposed:

• That public companies and mutual funds that use XBRL be required to use the Inline XBRL format, which allows filers to embed XBRL data directly into their filings.
• Rule amendments designed to provide more information about the financial obligations incurred by municipal issuers.

The XBRL proposal would eliminate the requirement for filers to post XBRL data on their websites and would give the preparer full control over the presentation of XBRL disclosures within the HTML filing.

The municipal securities amendments proposed by the SEC added two new event notices that brokers, dealers, and municipal securities dealers acting as underwriters in municipal securities offerings would be required to determine that the issuer has agreed to provide to the Municipal Securities Rulemaking Board. The new event notices would reference:

• Financial obligations, covenants, or other terms of financial obligation of the issuer that affect security holders.
• Default, acceleration, termination event, modification of terms, or other similar events that reflect financial difficulties of the issuer.