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In preparing your upcoming annual reports on Form 20-F, foreign private issuers (“FPIs”) should consider the amendments to Form 20-F’s annual reporting requirements applicable to the 2021 reporting cyle, as well as certain key areas of focus for the U.S. Securities and Exchange Commission (the “SEC”).

One important consideration for FPIs this year is how much “voluntary” disclosure you intend to make in anticipation of the SEC’s expected rulemaking. The SEC has set an ambitious rulemaking schedule for 2022 and has made it clear that climate change and ESG (environmental, social and governance) issues are a high priority. With respect to climate change disclosure, for example, even though a proposal has not yet been issued, the SEC has indicated that it is scrutinizing registrants’ climate change disclosures and will be issuing comments on the subject.

The headline amendments and trends are set out below. For our full release on Form 20-F amendments and trends to bear in mind during the 2021 reporting cycle, click here.

Recent amendments and areas of SEC focus


Operating and financial review and prospects (“OFR”) amendments, which generally ease OFR requirements but also require the disclosure of critical accounting estimates for FPIs who do not apply IFRS as issued by the IASB to their primary financial statements.


Inline eXtensible Business Reporting Language (“Inline XBRL”) requirements, which will likely require additional costs and preparation time.


Disclosure changes affecting specific categories of FPIs, such as mining companies, bank holding companies and China-based companies.


Upcoming or not yet effective SEC disclosure rules that you may want to consider now, such as those related to climate change, cybersecurity and resource extraction payments.

Download our full release on Form 20-F amendments and trends to bear in mind during the 2021 reporting cycle
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