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Proskauer Rose LLP

SEC Releases Statement on Short Sale and Securities Lending Rules Following Remand by 5th Circuit U.S. Court of Appeals

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A three judge panel of the U.S. Court of Appeals for the Fifth Circuit recently remanded two rules adopted by the SEC in 2023 for further consideration – Rule 13f‑2 (the short sale rule) and Rule 10c1‑a (the securities...more

Fenwick & West LLP

Securities Law Update - September 2025

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Welcome to the latest edition of Fenwick’s Securities Law Update. This issue contains updates and important reminders on...more

Proskauer Rose LLP

SEC Releases Unsurprising But Ambitious Spring 2025 Regulatory Agenda

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This week, the Securities and Exchange Commission (the “SEC”) published its semiannual Regulatory Flexibility Agenda (“Reg Flex Agenda”), detailing its short-term and long-term rulemaking priorities for the year. The SEC is...more

Baker Donelson

Fifth Circuit Sends Back SEC's Securities Lending and Short Sale Rules for Agency to Consider Cumulative Economic Impact

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In a decision that could reshape how securities lending and short sale market transactions are disclosed, the U.S. Court of Appeals for the Fifth Circuit (the Court) returned two key Securities and Exchange Commission (SEC)...more

Husch Blackwell LLP

What Filers Should Know as the EDGAR Next Deadline Approaches

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As detailed in our prior alert, on September 27, 2024, the U.S. Securities and Exchange Commission (SEC) adopted final rule and form amendments to the SEC’s Electronic Data Gathering, Analysis, and Retrieval System (EDGAR)....more

Orrick, Herrington & Sutcliffe LLP

SEC Short Interest and Securities Lending Reporting Rules Remanded

On August 25, the United States Court of Appeals for the Fifth Circuit remanded two rules adopted by the Gensler-era SEC: the Securities Lending Reporting Rule and the Short Interest Reporting Rules (the Rules). While the...more

Carlton Fields

Dancing Away From ESG Disclosures: A Pivot Back to Materiality

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On June 5, 2025, SEC Commissioner Hester Peirce delivered a major address at the International Center for Insurance Regulation Digital Insurance Forum. In a pointed critique of what has been an accelerating march of...more

Fenwick & West LLP

Securities Law Update - August 2025

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Welcome to the latest edition of Fenwick’s Securities Law Update. This issue contains updates and important reminders on...more

Cooley LLP

Corp Fin Continues to Make Reg A Offerings Easier to Conduct

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Last month, Corp Fin’s Office of Small Business Policy issued no-action relief to a company from the requirement to file an annual report on Form 1-K under Regulation A – despite the fact that the company didn’t qualify for...more

Dorsey & Whitney LLP

EDGAR Next Mandatory Compliance Deadline Is Quickly Approaching

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The September 12, 2025 deadline for EDGAR filers to complete their enrollment in the EDGAR system’s new login, password, and access protocols (these updates being referred to as “EDGAR Next”) is fast approaching.  ...more

Katten Muchin Rosenman LLP

FINRA Aligns CAT Timestamp Requirements with SEC Relief and Extension to 2030

The Financial Industry Regulatory Authority (FINRA) is updating Rule 6860(a)(2) so that industry members who use time stamps more granular than nanoseconds must continue to truncate (rather than round) those time stamps at...more

Proskauer Rose LLP

A Securities and Exchange Commission (SEC) Analisará os Critérios de Elegibilidade para Emissores Privados Estrangeiros (Foreign...

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Empresas latino-americanas com valores mobiliários registrados nos Estados Unidos, ou que pretendem registrá-los, devem ficar atentas. A SEC (Comissão de Valores Mobiliários dos EUA) publicou um “concept release” propondo...more

Fenwick & West LLP

SEC Division of Corporation Finance Issues Statement on Crypto Asset Exchange-Traded Products

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On July 1, the SEC’s Division of Corporation Finance (Corp Fin) issued a statement regarding Crypto Asset Exchange-Traded Products (crypto asset ETPs). Crypto asset ETPs are investment products that are listed and traded...more

Katten Muchin Rosenman LLP

Texas Court Stays CAT Class Action, But Reporting Must Continue

On July 7, Judge Alan Albright of the US District Court for the Western District of Texas granted the Securities and Exchange Commission’s (SEC) motion to stay a class action by industry groups that challenges the...more

Davies Ward Phillips & Vineberg LLP

Concept Release: Foreign Private Issuers Under the SEC’s Microscope

Do the U.S. securities law accommodations through the “foreign private issuer” (FPI) construct benefit the intended entities? That’s the fundamental question that the U.S. Securities and Exchange Commission (SEC) is analyzing...more

Morgan Lewis

SEC Requests Public Comment on Changes to the Definition of ‘Foreign Private Issuer’

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On June 4, 2025, the US Securities and Exchange Commission published a concept release to solicit comments on whether and how the definition of “foreign private issuer” (FPI) should be changed. As a result of recent...more

Cooley LLP

Corp Fin Revises Two (And Withdraws One) Legal Proceeding Disclosure CDIs

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A few weeks ago, Corp Fin revised two – and withdrew one – of the Legal Proceedings CDIs under Item 103 of Regulation S-K. These CDI changes are catching up to the reorg of Item 103 that the SEC made five years ago when the...more

Carlton Fields

Five Tips for a New Public Company Director

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How should attorneys advise their clients who are new to a public company board? Where should a corporate secretary start if asked to provide an orientation for a public company board? Former SEC Special Counsel Brian Soares...more

Mayer Brown Free Writings + Perspectives

SEC Statement on Disclosure Best Practices for Crypto Asset ETFs

On July 1, 2025, the staff of the Division of Corporation Finance at the U.S. Securities and Exchange Commission (the “SEC”) issued another in a series of statements regarding crypto assets. This particular statement, titled...more

NAVEX

Watch Out for Hoax Reports to Your Hotline

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We’ve recently been made aware of an increase in anonymous hoax emails and online reports posted to multiple companies through their internal reporting systems. The wording of these posts were identical and alleged violation...more

Ropes & Gray LLP

Ropes & Gray’s Investment Management Update April – June 2025

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Since our prior IM Update, in separate Alerts, we covered (i) the SEC’s decision to remove from its regulatory agenda proposed rulemakings relevant to the investment management industry, (ii) Ropes & Gray’s updated and...more

Troutman Pepper Locke

Foreign Private Issuers: Have You Assessed Your Status Under US Securities Laws? (UPDATED)

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For foreign private issuers registered with the U.S. Securities and Exchange Commission (SEC), there are several filing statuses that affect the content of various disclosures that must be made public. Foreign private issuers...more

K&L Gates LLP

SEC Reassesses Foreign Private Issuer Eligibility

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Earlier this month, the US Securities and Exchange Commission (SEC) issued a concept release to solicit public comment on potential changes to the definition of a foreign private issuer (FPI), marking the SEC’s first review...more

Latham & Watkins LLP

Desktop Reference for Foreign Private Issuers With FYE 30 June 2025

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This Latham resource allows FPIs with a 30 June fiscal year-end to stay abreast of key SEC filing dates and financial staleness deadlines....more

Baker Botts L.L.P.

EDGAR Next: Transition to the SEC's New Filing System Before the September Deadline

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Earlier this year, the Securities and Exchange Commission (the “SEC”) introduced a new filing system, referred to as EDGAR Next, which establishes an authentication process for EDGAR filers seeking to make filings with the...more

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