The SEC has issued new guidance on how publicly traded companies can use the Internet to communicate online. SEC Chairman Chris Cox said:
“The last time the SEC issued guidance in this area, the idea of ’social networks’ hadn’t yet been developed, and creating a social network where shareholders could meet and exchange views was barely imaginable. Ongoing developments in technology have increased both the markets’ and investors’ demand for more timely company disclosure on the Web, and in turn, raised new securities law issues for public companies to consider.”
In classic federal bureaucratic fashion, however, the full guidance isn’t available on the Internet yet. The SEC issued a press release last week saying that the guidance had been created, but that it wouldn’t be posted until it was published in the Federal Register, and as of today, it’s not on the SEC’s web site.
However, here are some of the areas the SEC said the guidance would cover:
- How information posted on a company Web site can be considered “public” and how companies can comply with public disclosure requirements under Regulation FD by posting information on their web sites
- The liability framework for certain types of electronic disclosure, including:
- how companies can provide access to historical or archived data without it being considered reissued or republished every time it is accessed
- how companies can link to third party information or Web sites without having to “adopt” that content for liability purposes
- clarification of how the anti-fraud provisions apply to statements made by the company (or by a person acting on behalf of the company) in blogs and electronic shareholder forums.
