The Situation: Late last year, a shareholder sued NorthWestern Corporation ("NWE") to compel the company to include a climate-change related proposal in its 2020 proxy materials after NWE had notified the staff of the...more
3/12/2020
/ Corporate Counsel ,
Corporate Governance ,
New Guidance ,
No-Action Letters ,
No-Action Relief ,
No-Action Requests ,
Proxy Season ,
Proxy Statements ,
Publicly-Traded Companies ,
Rule 14a-8 ,
Rule 14a-8(i)(7) ,
Securities and Exchange Commission (SEC) ,
Securities Exchange Act ,
Shareholder Proposals ,
Shareholders
The Situation: As the U.S. Securities and Exchange Commission ("SEC") continues to bring enforcement actions to stop unregistered sales of digital tokens, blockchain companies are exploring ways to sell tokens to the public...more
The Situation: In a recently released joint statement ("Statement"), the Staffs of the U.S. Securities and Exchange Commission's ("SEC") Division of Trading and Markets, and the Financial Industry Regulatory Authority...more
8/5/2019
/ Blockchain ,
Broker-Dealer ,
Customer Protection Rule ,
Digital Assets ,
Digital Securities ,
Distributed Ledger Technology (DLT) ,
Financial Industry Regulatory Authority (FINRA) ,
Investor Protection ,
Joint Policy Statements ,
Rule 15c3-3 ,
Securities and Exchange Commission (SEC) ,
SIPA
The Situation: The U.S. Securities and Exchange Commission ("SEC") issued a framework for market participants in assessing whether their digital assets-related activities involve the offer, sale, or distribution of investment...more
4/8/2019
/ Blockchain ,
Digital Assets ,
Enforcement Actions ,
Howey ,
Investment Contract ,
Investment Funds ,
No-Action Letters ,
No-Action Relief ,
Regulatory Oversight ,
Securities and Exchange Commission (SEC) ,
Token Sales ,
Tokenization
In “How Regulations Could Help Cryptocurrencies Grow,” published in the Harvard Business Review, Jones Day partners Stephen Obie and Mark Rasmussen explain why effective government oversight is critical to bringing...more
The Situation: The Director of the U.S. Securities and Exchange Commission's Division of Corporate Finance, William Hinman, has weighed in on when digital assets will be characterized as securities.
The Result: In...more
6/26/2018
/ Bitcoin ,
Cryptocurrency ,
Digital Assets ,
Ether ,
Goods or Services ,
Howey ,
Initial Coin Offering (ICOs) ,
Investment Adviser ,
Securities Act of 1933 ,
Securities and Exchange Commission (SEC) ,
Token Sales
The Situation: The U.S. Securities and Exchange Commission has launched a special unit to bring enforcement actions against several forms of cyber misconduct.
The Result: The Cyber Unit has already brought enforcement...more
12/20/2017
/ Blockchain ,
Digital Currency ,
Distributed Ledger Technology (DLT) ,
Enforcement Actions ,
Ethereum ,
Initial Coin Offering (ICOs) ,
Popular ,
Securities and Exchange Commission (SEC) ,
Securities Violations ,
Token Sales ,
Unregistered Securities ,
Virtual Currency
As interest continues to grow in virtual currencies, blockchain technology and initial coin offerings, governments are evaluating the benefits and potential risks of these innovations, while considering numerous regulatory...more
11/6/2017
/ Bitcoin ,
Crowdfunding ,
Cryptocurrency ,
Digital Currency ,
Ethereum ,
Financial Adviser ,
Financial Markets ,
Initial Coin Offering (ICOs) ,
Investors ,
Monetary Authority of Singapore ,
Popular ,
Profit Sharing ,
Securities and Exchange Commission (SEC) ,
Securities and Futures Act (SFA) ,
Singapore ,
Token Sales
The Situation: Promoters of two recent initial coin offerings face charges of investor fraud brought by the SEC, after allegedly misrepresenting the assets purportedly backing the offerings, exaggerating the amount of funds...more
10/11/2017
/ Asset Freeze ,
Digital Currency ,
Enforcement Actions ,
Initial Coin Offering (ICOs) ,
Investment Fraud ,
Investors ,
Misrepresentation ,
Securities and Exchange Commission (SEC) ,
Securities Fraud ,
Token Sales ,
Unregistered Securities ,
Virtual Currency
As the interest in blockchain technology grows, companies will be confronted with numerous decisions, challenges, and legal issues pertaining to its adoption. Relevant matters include the overall design and control of...more
9/6/2017
/ Australia ,
Blockchain ,
China ,
Cybersecurity ,
Distributed Ledger Technology (DLT) ,
Financial Institutions ,
Foreign Jurisdictions ,
France ,
Germany ,
Hong Kong ,
Japan ,
Patents ,
Popular ,
Securities and Exchange Commission (SEC) ,
Singapore ,
Smart Contracts ,
Supply Chain ,
UK
On August 1, 2017, Delaware became the first state to allow corporations to use blockchain technology to maintain corporate records. This development comes almost a year after Vice Chancellor J. Travis Laster of the Delaware...more