The upcoming Securities and Exchange Commission open meeting for December 18, 2019 will now address additional rulemaking....more
12/16/2019
/ Accredited Investors ,
Disclosure Requirements ,
Dodd-Frank ,
Form SD ,
Investor Protection ,
Proposed Rules ,
Resource Extraction ,
Rule 144A ,
Rulemaking Process ,
Section 1504 ,
Securities and Exchange Commission (SEC) ,
Securities Exchange Act ,
Securities Regulation
In his testimony in Congress, Securities and Exchange Commission Chair Jay Clayton provided an update on the rulemaking work undertaken by the SEC during the fiscal year and provided updates on the SEC’s priorities. ...more
12/12/2019
/ Accredited Investors ,
Anti-Fraud Provisions ,
Business Development Companies ,
Capital Formation ,
Closed-End Funds ,
Congressional Investigations & Hearings ,
Disclosure Requirements ,
Financial Regulatory Reform ,
Investment ,
Investment Adviser ,
Offerings ,
Proxy Solicitations ,
Regulatory Agenda ,
Rulemaking Process ,
Securities and Exchange Commission (SEC) ,
Securities Regulation ,
Testimony ,
Testing-the-Waters Communications
The Securities and Exchange Commission released the report from the August 2019 Government-Business Forum on Small Business Capital Formation. The Annual Forum provides an opportunity for market participants to meet and...more
12/9/2019
/ Accredited Investors ,
Capital Formation ,
Crowdfunding ,
Emerging Growth Companies ,
Financial Industry Regulatory Authority (FINRA) ,
Investment Company Act of 1940 ,
Investment Opportunities ,
Market Participants ,
Natural Person Requirement ,
Offerings ,
Qualification Standards ,
Regulatory Agenda ,
Regulatory Oversight ,
Regulatory Standards ,
Rulemaking Process ,
Securities and Exchange Commission (SEC) ,
Securities Regulation ,
Small Business ,
Smaller Reporting Companies ,
Sophisticated User Doctrine ,
Startups ,
Threshold Requirements ,
Tier 2 Offerings ,
Transfer Agents
Securities and Exchange Commission Chair Jay Clayton made remarks at the University of Pennsylvania, which covered a broad range of topics. Chair Clayton noted that under his tenure the SEC’s Reg Flex agenda has become less...more
On September 17, 2019, the Securities and Exchange Commission (SEC) proposed rules to update the statistical disclosures that bank and savings and loan registrants provide to investors. The proposed rules would rescind...more
9/25/2019
/ Bank Holding Company ,
Disclosure Requirements ,
Financial Institutions ,
GAAP ,
IFRS ,
Regulation S-K ,
Regulatory Agenda ,
Rulemaking Process ,
Securities and Exchange Commission (SEC) ,
Securities Regulation ,
Statistical Analysis
The Securities and Exchange Commission announced an open meeting for August 21st in order to consider: guidance regarding the proxy voting responsibilities of investment advisers under Rule 206(4)-6 under the Investment...more
Earlier this spring, the Nasdaq Stock Exchange (the “Nasdaq”) filed a proposed amendment (the “Amendment”) of its initial listing standards with the Securities and Exchange Commission (the “SEC”). The SEC approved the...more
The Securities and Exchange Commission announced an open meeting for August 8th to consider whether to propose rule amendments to modernize the description of business, legal proceedings, and risk factor disclosures required...more
FINRA proposes to amend Rule 5130 (Restrictions on the Purchase and Sale of Initial Equity Public Offerings) and Rule 5131 (New Issue Allocations and Distributions), which are known as the spinning and withholding rules and...more
Earlier this month, FINRA responded to comments submitted regarding proposed amendments to Rule 5110 (see: https://bit.ly/2MlXCU4) and filed an amended proposal with the Securities and Exchange Commission...more
At yesterday's open meeting, the Securities and Exchange Commission adopted a final Regulation Best Interest, as well as additional guidance.
Final action relating to the broker-dealer standard of conduct had been...more
6/6/2019
/ Agency Relationship ,
Best Interest Standard ,
Broker-Dealer ,
Conflicts of Interest ,
Fiduciary Duty ,
Financial Services Industry ,
Investment Adviser ,
Investment Products ,
Regulatory Oversight ,
Regulatory Standards ,
Retail Investors ,
Rulemaking Process ,
Securities and Exchange Commission (SEC)
On May 9, 2019, the US Securities and Exchange Commission (SEC) proposed revisions to the accelerated filer and large accelerated filer definitions in 17 CFR 12b-2 (Rule 12b-2). These proposed changes would reduce the number...more
The Securities and Exchange Commission proposed amendments to the accelerated filer and large accelerated filer definitions, which have been highly anticipated. ...more
Recently, FINRA refiled with the SEC proposed rule changes to its Corporate Financing Rule, which is Rule 5110. We had previously posted regarding FINRA’s proposed amendments, which were withdrawn. ...more
The House Financial Services Committee recently passed H.R. 1815, which is the Securities and Exchange Commission Disclosure Effectiveness Testing Act. ...more
4/23/2019
/ Best Interest Standard ,
Disclosure Requirements ,
Financial Services Committee ,
Financial Services Industry ,
Investment ,
Legislative Agendas ,
Proposed Legislation ,
Regulatory Oversight ,
Regulatory Requirements ,
Retail Investors ,
Rulemaking Process ,
Securities and Exchange Commission (SEC) ,
Testing Requirements
As we have previously blogged, a number of Congressmen have committed to introduce legislation that would limit or even prohibit the ability of a public company to repurchase its own stock. ...more
Late last week, the Securities and Exchange Commission (SEC) proposed rule amendments that are intended to modernize the offering related provisions of the Securities Act of 1933 (the Securities Act) and the communications...more
3/29/2019
/ BDC ,
Business Development Companies ,
Close-Ended Funds ,
Corporate Communications ,
Offerings ,
Regulatory Agenda ,
Regulatory Oversight ,
Rulemaking Process ,
Safe Harbors ,
Securities and Exchange Commission (SEC) ,
WKSIs
Consistent with the rule adopted by the New York Stock Exchange in 2018 in order to facilitate direct listings, the Securities and Exchange Commission recently approved a similar Nasdaq rule for the Nasdaq Global Select...more
The Securities and Exchange Commission proposed rule amendments that are intended to modernize the offering related provisions of the Securities Act and the communications safe harbors available to business development...more
3/22/2019
/ BDC ,
Business Development Companies ,
Close-Ended Funds ,
Proposed Amendments ,
Regulatory Agenda ,
Rulemaking Process ,
Safe Harbors ,
Securities Act ,
Securities and Exchange Commission (SEC) ,
Small Business Credit Availability Act (SBCAA) ,
WKSIs
At the ICI Conference, Dalia Blass, Director of the Securities and Exchange Commission’s Division of Investment Management, provided some insights on upcoming rulemaking initiatives. Director Blass noted that we should...more
Since the Jumpstart Our Business Startups (JOBS) Act was enacted in 2012, emerging growth companies (EGCs) have benefited from the opportunity to test the waters with investors and gauge interest in a potential offering....more
SEC Chair Clayton testified on December 11, 2018 before the U.S. Senate Committee on Banking, Housing and Urban Affairs. In his testimony, Chair Clayton reviewed the Commission’s Strategic Plan and outlined the agency’s...more
In a speech last week, Securities and Exchange Commission Chair Jay Clayton provided an overview of the Commission’s significant accomplishments in 2018....more
Earlier this month, the Commodity Futures Trading Commission proposed rules that would codify certain relief provided to commodity pool operators and commodity trading advisors in the post Dodd-Frank Act years....more
10/29/2018
/ CFTC ,
Commodities ,
Commodities Traders ,
Commodity Pool ,
Commodity Trading Advisors (CTAs) ,
CPOs ,
Dodd-Frank ,
General Solicitation ,
Offerings ,
Proposed Rules ,
Regulatory Requirements ,
Rule 144A ,
Rule 506 Offerings ,
Rulemaking Process
Speaking at a session at the American Bar Association’s annual meeting, a representative of the Securities and Exchange Commission’s Division of Corporation Finance (Michael Seaman) provided guidance for attendees regarding...more
9/17/2018
/ C&DIs ,
Class Action Arbitration Waivers ,
Corporate Finance ,
Cybersecurity ,
Disclosure Requirements ,
Financial Regulatory Reform ,
Financial Services Industry ,
Financial Statements ,
Offerings ,
Regulation A ,
Regulation S-K ,
Rulemaking Process ,
Smaller Reporting Companies