Overview:
SEC guidance encourages companies to take a "fresh look" at presentation and disclosures each time the MD&A is prepared. Don't let your MD&A be cited for deficiencies. Attend this comprehensive webinar and:
- Learn the SEC's principal objectives and how to apply them
- Understand the SEC's hot buttons for a deficient MD&A
- Know what MUST be included and what should be omitted
- Analyze disclosures of other companies and current areas of SEC focus through hands-on case studies
Objective:
To update you on the most current SEC rules and guidance on preparing the MD&A. Whether you are preparing the MD&A for the 10-K, 10-Q or a registration statement, you will learn how and what financial data is relevant, how to write, review, document and circulate an MD&A from start to finish to assure compliance with SEC and Sarbanes-Oxley 302 requirements. Using actual MD&A filings as examples, this course will show you how to comply and what the SEC considers disclosure deficiencies.
Emphasis:
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The do's and don'ts of preparing the MD&A
– What should be eliminated right now from your MD&A
– Nonfinancial data that should be included
– Best presentation formats
– The overview section -
The liquidity discussion
– Indicators and analysis
– Use of the indirect cash flow method and the MD&A - Critical accounting estimates
- Capital resources discussion, contingencies and off-balance sheet disclosures
- Non-GAAP financial measures
- The SEC's suggested "layered approach"
- What must be discussed regarding revenue recognition
- Results of operations—the year-by-year analysis
- Requirements for discussing restructurings and write-offs
- Disclosing the company's "crystal ball" about the future
- Quantitative and qualitative disclosures about market risk
- The top "10 mistakes" most companies make
- Safe harbor rules and pitfalls to avoid