News & Analysis as of

Regulation D Securities Regulation Offerings

Latham & Watkins LLP

Latham Letter Begins New Era for Private Capital Fundraising

Latham & Watkins LLP on

Interpretive guidance unlocks general solicitation in Regulation D offerings with user-friendly, bright-line approach. On March 12, 2025, Latham & Watkins obtained SEC Staff guidance on the use of general solicitation in...more

Mayer Brown Free Writings + Perspectives

Private Capital and Exempt Offering Trends in SEC OASB Report

In its Annual Report (the “Report”), the Securities and Exchange Commission’s Office of the Advocate for Small Business Capital Formation (OASB) provides data on the reliance by private and public companies on exempt...more

Mayer Brown Free Writings + Perspectives

Bad Actor Disqualification Provisions of Regulation A, Regulation CF and Regulation D

Overview - Section 926 of the Dodd-Frank Wall Street Reform and Consumer Protection Act (“Dodd-Frank”) requires the Securities and Exchange Commission (“SEC”) to adopt rules that would make the exemption from registration...more

McDermott Will & Emery

SEC Amends Exempt Offering Framework

McDermott Will & Emery on

On November 2, 2020, the Securities and Exchange Commission (SEC) voted to amend the framework for exempt offerings under the Securities Act of 1933, as amended (Securities Act). The amendments generally establish a new...more

Farrell Fritz, P.C.

Significant Exempt Offering Rule Reforms Approved by SEC to Facilitate Capital Formation

Farrell Fritz, P.C. on

On November 2, 2020, the SEC adopted significant rule amendments to simplify, harmonize and improve the exempt offering framework to facilitate capital formation and investment opportunities in startups and emerging...more

Herbert Smith Freehills Kramer

SEC Proposes Rule Changes to Improve Private Placement Rules

On March 4, the Securities and Exchange Commission (the Commission) proposed a set of amendments to the rules and regulations under the Securities Act of 1933, as amended (the Securities Act), to simplify, harmonize and...more

Farrell Fritz, P.C.

Proposed Expansion of “Accredited Investor” Definition Would Benefit Issuers and Investors

Farrell Fritz, P.C. on

The Securities and Exchange Commission is proposing to expand the definition of “accredited investor” to include additional entities that could bear the economic risks of investment and certain financially sophisticated...more

Orrick - On the Chain

Fraud is Fraud – Sales of Unregistered Digital Securities Resemble Classic Microcap Fraud

Orrick - On the Chain on

A Complaint filed by the SEC in the Southern District of New York last week reminds us that in the area of securities law violations there is not much new under the sun. Even though the action against Eran Eyal and...more

Farrell Fritz, P.C.

Telegram TRO Sends Strong Message to Digital Token Issuers

Farrell Fritz, P.C. on

On October 11, 2019, the Securities and Exchange Commission (the “Commission”) announced it filed a complaint and obtained a temporary restraining order against Telegram Group Inc. and its wholly-owned subsidiary TON Issuer...more

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