Since 1982, property disclosures by mining registrants have been governed by Item 102 of Regulation S-K and Industry Guide 7. The new rules rescind Industry Guide 7 as of January 1, 2021 and amend Item 102 to direct mining registrants to a new Subpart 1300 of Regulation S K, which will contain all of the requirements for property disclosures by mining registrants from and after January 1, 2021 following the expiration of a transition period for compliance. The rules will apply to foreign private issuers as well as U.S. registrants with material mining operations or individually material mining properties.
The SEC's overarching goals in adopting the new rules are to modernize mining disclosure requirements and to align them with international reporting standards. The rules change or remove requirements that many believe have placed U.S. mining registrants at a competitive disadvantage compared to international mining companies. One of the major changes permits mining registrants, for the first time, to report estimates of mineral resources in their SEC filings. The rules align the SEC's disclosure regime for mining properties with long-standing international standards, including those issued by the Committee for Mineral Reserves International Reporting Standards (CRIRSCO). The new rules, however, will impose substantial additional compliance burdens and expenses on mining registrants that currently provide property disclosure only in compliance with the U.S. mining property disclosure regime.
The SEC's 450-page adopting release (No. 33-10570) can be found here.
Authored by Paul Hilton, Richard Parrino, Peter Romeo, and William Nunn.