News & Analysis as of

Compliance Regulation D Rule 506(c)

Compliance programs typically refer to formalized institutional procedures within corporations and organizations to detect, prevent and respond to indvidual and widespread instances of regulatory violations. ... more +
Compliance programs typically refer to formalized institutional procedures within corporations and organizations to detect, prevent and respond to indvidual and widespread instances of regulatory violations.  In response to many corporate scandals evidencing rampant unethical business practices, many nations, including the United States, began passing strict regulatory frameworks aimed at curbing these abuses. Notable pieces of legislation in this area include the U.S. Foreign Corrupt Practices Act (FCPA), Sarbanes-Oxley (SOX), and the U.K. Bribery Act, to name a few. The foregoing statutes and the severe penalties often associated with them form the basis of many modern institutional compliance programs. less -
Whiteford

Client Alert: New SEC Updates Simplify Accredited Investor Verification for Rule 506(c) Offerings

Whiteford on

On March 12, 2025, the staff of the SEC’s Division of Corporation Finance through a no-action letter and Compliance and Disclosure Interpretations (C&DIs) provided clarity on verifying “accredited investor” status under Rule...more

Ropes & Gray LLP

SEC Issues No-Action Letter Clarifying Rule 506(c) Accredited Investor Verification

Ropes & Gray LLP on

On March 12, 2025, the Securities and Exchange Commission (the “SEC”) Division of Corporate Finance issued a no-action letter (the “Letter”)1 clarifying “reasonable steps” issuers can take to verify purchasers’ accredited...more

DarrowEverett LLP

Less Red Tape, More Capital? SEC Clarifies 506(c) Verification Rules

DarrowEverett LLP on

On March 12, 2025, the Securities and Exchange Commission (“SEC”) issued a significant no-action letter clarifying the use of high minimum investment amounts as a method for verifying accredited investor status under Rule...more

Buchalter

SEC Issues Modified CDI's on Private Placements and Offering Exemptions

Buchalter on

On March 12, 2025, the SEC dropped a massive amount of changes to their Compliance and Disclosure Interpretations (CDI’s) related to Regulation D and other forms of exempt offerings, including clarification (and flexibility!)...more

Oberheiden P.C.

Regulation D: An Ultimate Guide to Private Capital Raising

Oberheiden P.C. on

For companies seeking to raise capital without the complexities and costs of a public offering, Regulation D under the Securities Act provides a valuable exemption from SEC registration. This allows for private placements,...more

Fenwick & West LLP

Matchmaker, Matchmaker Make me a… 506(b) Private Placement Investment

Fenwick & West LLP on

The SEC has given the go-ahead to a venture capital firm’s plan to conduct 506(b) private placements online. On August 5, 2015, the Commission issued a no-action letter to Citizen VC, Inc., saying the firm’s proposed online...more

Fenwick & West LLP

Securities Litigation and Enforcement Newsletter

Fenwick & West LLP on

A CD or not a CD, That is the Question… That the Auditors Should Have Answered - A headline-grabbing SEC enforcement action last week against BDO USA and several of its national partners may lead audit firms to insist on...more

Stinson - Corporate & Securities Law Blog

SEC Explains How to Form a Pre-Existing Relationship Using the Internet; New CDI’s Issued

The SEC granted no-action relief to Citizen VC, Inc. which appears to state, although subject to facts and circumstances, a pre-existing relation can be formed with a person that first contacts a seller of securities over the...more

Goodwin

Financial Services Weekly News Roundup - September 2014

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In This Issue: The CFTC provided long-awaited exemptive relief for commodity pool operators that wish to offer their funds in private offerings using general solicitation under Rule 506(c) of the SEC’s Regulation D. ...more

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