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Fifth Circuit Vacates SEC Private Fund Adviser Rules in Full

In a unanimous decision published on June 5, 2024, the US Court of Appeals for the Fifth Circuit vacated the entire set of regulations, including amendments to existing rules (collectively, the Rules), adopted by the US...more

Ninth Circuit Holds That Social Media Posts Can Give Rise to Securities Act Liability

The US Court of Appeals for the Ninth Circuit recently held that a person who makes social media posts promoting securities—motivated at least in part by their own financial interests or those of the securities’ owner—is...more

US Supreme Court to Hear Appeal Regarding Securities Act Claims in Direct Listings

The US Supreme Court recently agreed to hear an important appeal of a US Court of Appeals for the Ninth Circuit decision interpreting Sections 11 and 12(a)(2) of the Securities Act of 1933 in the context of a direct stock...more

Nasdaq Proposes New Board Diversity Composition and Disclosure Requirements

The Nasdaq Stock Market (Nasdaq) announced that it had submitted a proposal to the US Securities and Exchange Commission (SEC) seeking approval of new listing rules to advance board diversity and increase transparency to...more

Supreme Court Adopts Broad Interpretation of Primary Liability in SEC Antifraud Case

In a decision beneficial to the US Securities and Exchange Commission, the US Supreme Court has affirmed that those persons who disseminate statements containing material misrepresentations or omissions are primarily liable...more

SEC Report Asserts Cryptocurrency Tokens Are Securities Under US Law

The SEC’s published report of its first investigation focused on tokens sold in the context of an ICO sets the framework for future token offerings and raises red flags and legal hurdles to the resale or transfer of...more

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