The SEC Division of Corporation Finance has released a series of compliance and disclosure interpretations (CDIs) that address some of the key issues arising out of the conflict minerals disclosure rules, including those involving new Form SD. Alerts and updates on the SEC interpretations have been issued by numerous law firms, including Cooley, Morgan Lewis, and Weil Gotshal & Manges. However, in early July, the US District Court for the District of Columbia vacated the SEC's resource extraction rules and remanded them back to the SEC, as discussed in a Dodd-Frank blog maintained by attorneys from Leonard Street & Deinard and in a client alert from Paul Hastings. According to Broc Romanek at TheCorporateCounsel.net, the SEC will either appeal the district court's decision or issue new rules that consider the concerns expressed by the court. Romanek predicts that the deadline for reporting payments will be “substantially delayed,” no matter what the SEC does. While there was concern that the district court would also vacate the conflict minerals disclosure rules, an opinion in another case in late July has upheld them, as explained in an alert from McGuireWoods.
Merrill Update – September 25, 2013
An impact brief prepared by Merrill’s SEC compliance team is attached below for your convenience, or click here to read the Disclosure of Payments by Resource Extraction Issuers final rule as published by the SEC.
Form SD - Annual SEC report for Special Disclosure