News & Analysis as of

Exemptions Institutional Investors

DarrowEverett LLP

Private Placements in Florida Just Got Easier: Here’s How

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Florida recently implemented amendments to its Securities and Investor Protection Act (“Chapter 517”), bringing significant changes to the regulatory framework governing private placements, investment advisors, and exemptions...more

Seward & Kissel LLP

Client Reminder: September 30th Compliance Date for Amendments that Accelerate Initial and Amendment Deadlines for Schedule 13G...

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Seward & Kissel is reminding its clients regarding the September 30, 2024 compliance date for the SEC’s amendments to certain rules under the Securities Exchange Act of 1934 (the “Exchange Act”). The amendments accelerate the...more

Latham & Watkins LLP

New Federal Exemption Changes the Registration Landscape for M&A Brokers

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The narrower M&A broker exemption supersedes the 2014 M&A broker no-action letter while leaving state-level restrictions and foreign M&A broker relief unaffected. On March 29, 2023, the Securities Exchange Act of 1934...more

Cohen & Gresser LLP

The SEC Proposes Amendments to the Accredited Investor Definition

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On December 18, 2019, the SEC proposed amendments to its definition of “accredited investor” to add new categories of qualifying natural persons and entities able to participate in certain exempt offerings without specific...more

Skadden, Arps, Slate, Meagher & Flom LLP

SEC Expands ‘Testing-the-Waters’ Communications to All Issuers

On September 26, 2019, the Securities and Exchange Commission (SEC) adopted new Rule 163B and related amendments under the Securities Act to expand the permitted use of “testing-the-waters” communications to all companies...more

Eversheds Sutherland (US) LLP

SEC proposes to expand “testing-the-waters” provisions to all issuers

On February 19, 2019, the Securities and Exchange Commission (SEC) announced a proposal to expand the “testing-the-waters” exemption to all issuers. Currently the exemption is limited to emerging growth companies (EGCs)....more

Morgan Lewis

The Effect of Article 63 Amendments on Existing Article 63 Exemption Operators

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Existing Article 63 Exemption Operators will be subject to new obligations and duties starting March 1, 2016. Beginning March 1, 2016, the amendments to the exemption concerning the Special Business Activities for...more

Morgan Lewis

Japan FSA Publishes Draft Enforcement Orders, Cabinet Ordinances, and Supervisory Guidelines for Article 63 Exemption

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New amendments introduce a significant overhaul with respect to the Article 63 Exemption filing process and the ongoing obligations of Article 63 Exemption Operators....more

Morgan Lewis

SEC Approves Rule to Regulate Debt Research Reports and Debt Research Analysts

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Background - Eight years in the making, the US Securities and Exchange Commission (SEC) has finally approved the Financial Industry Regulatory Authority’s (FINRA's) proposed Rule 2242 (the Rule or Rule 2242), which will...more

Proskauer Rose LLP

HSR Enforcement Continues Swiftly: $240K Settlement Announced with FTC for Failure to File

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On the heels of the FTC's recent HSR passive investor exemption enforcement action comes another reminder that HSR compliance is not always clear, and that it is not always easy. The Federal Trade Commission has announced a...more

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