A roadmap to SEC comment letter considerations, including industry insights (2019) 

This publication contains extracts of frequently issued SEC staff comments, analysis of those extracts, and links to resources that are relevant to SEC filers. Other features include (1) an update on the SEC’s priorities; (2) a summary of comment letter trends related to the top 10 topics of frequent comment in the 12-month period ended July 31, 2019; and (3) topics of focus related to disclosures associated with financial statement accounting, SEC reporting, initial public offerings, foreign private issuers, and industry-specific matters.

We are frequently asked to provide our perspective on the topics the SEC staff focuses on in its comment letters to registrants. Over the past year, the staff has continued to address most topics discussed in the 2018 edition of this publication and, in some cases, has also focused on additional topics, such as the adoption by calendar-year-end public business entities of the guidance in ASC 606 on revenue from contracts with customers.

The 2019 edition of A Roadmap to SEC Comment Letter Considerations, Including Industry Insights offers perspective on such comment letter trends. In addition to extracts of letters and links to relevant related resources, it contains analysis of staff comments to help registrants understand trends and improve their financial statements and disclosures. You will also find (1) an update on some of the SEC’s strategic priorities; (2) a summary of comment letter trends related to the top 10 topics of frequent comment; and (3) analysis of other comment letter statistics, including a discussion of the top 5 comment themes associated with submissions and filings related to the initial public offerings of domestic registrants.

Regarding procedural matters, Appendix A gives a glimpse into the SEC staff’s review and comment letter process, Appendix B discusses best practices for working with the SEC staff, and Appendix C provides helpful tips on searching the SEC’s EDGAR database for comment letters.

For a summary of key changes made to this Roadmap since publication of the 2018 edition, see Appendix F.

The 2019 edition captures developments on relevant financial reporting topics through November 8, 2019. The SEC and its staff will continue to provide registrants with information that is pertinent to their filings by means of rulemaking and written interpretive guidance as well as speeches delivered at various forums, of which the annual AICPA Conference on Current SEC and PCAOB Developments (“AICPA Conference”) is a prime example.

Note that the Roadmap is not a substitute for the exercise of professional judgment, which is often essential to complying with the applicable accounting and disclosure requirements. It is also not a substitute for consulting with Deloitte professionals on complex transactions and SEC reporting matters.

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The Roadmap series contains comprehensive, easy-to-understand accounting guides on selected topics of broad interest to the financial reporting community.

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