News & Analysis as of

Securities Act of 1933

The Securities Act of 1933 is a United States federal statute enacted in response to the stock market crash of 1929 and the ensuing Great Depression. The Act has two primary purposes: 1) to give investors better... more +
The Securities Act of 1933 is a United States federal statute enacted in response to the stock market crash of 1929 and the ensuing Great Depression. The Act has two primary purposes: 1) to give investors better access to material information prior to investing 2) ensure that transactions are not based on fraud. In order to effectuate its dual goals, the Act requires that any offer or sale of securities is registered with the SEC. less -
Freiberger Haber LLP

Enforcement News: Affinity Fraud and Ponzi Schemes in the News Again

Freiberger Haber LLP on

Ponzi schemes and affinity fraud frequently overlap because both exploit trust and social interactions to operate effectively. A Ponzi scheme relies on a continuous stream of new investors to pay returns to earlier...more

Fenwick & West LLP

Securities Law Update - September 2025

Fenwick & West LLP on

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

Latham & Watkins LLP

Desktop Staleness Calendar for 2026 Offerings

Latham & Watkins LLP on

Calendar notes when financial go stale for issuers with fiscal years ending December 31, 2025....more

Woodruff Sawyer

Lesser-Known Securities Law Theories and D&O Risk

Woodruff Sawyer on

Most federal private securities litigation is brought under Section 10(b) of the Exchange Act and Section 11 of the Securities Act. These two provisions are responsible for most of the big-ticket securities class actions that...more

Carlton Fields

Pushing Back on SEC Disclosure Comments: Is Too Much Harmony Dangerous?

Carlton Fields on

If a registrant agrees to make a disclosure change requested by its SEC staff reviewer, should the registrant’s response letter nevertheless include a disclaimer to the effect that the registrant does not (or does not...more

Wilson Sonsini Goodrich & Rosati

SEC Announces Decrease in Registration Fee Rates Effective October 1, 2025

On August 25, 2025, the U.S. Securities and Exchange Commission (SEC) announced a decrease in the fees that public companies and other issuers will be required to pay to register their securities, from $153.10 per million...more

Mayer Brown Free Writings + Perspectives

SEC Staff Issues Guidance on Registered Closed-End Funds of Private Funds

On August 15, 2025, the Staff of the Division of Investment Management (the “Staff”) of the Securities and Exchange Commission (the “SEC”) issued guidance in the form of new Accounting and Disclosure Information (“ADI”), “ADI...more

Cooley LLP

SEC Executive Compensation Roundtable Comment Letter Roundup

Cooley LLP on

As described in this June 27 alert, the Securities and Exchange Commission (SEC) on June 26 hosted a roundtable meeting to discuss potential updates to the existing executive compensation disclosure requirements and solicited...more

Skadden, Arps, Slate, Meagher & Flom LLP

Howey’s Still Here: A Recent Reminder on the Limits of the SEC’s Crypto Thaw

The U.S. regulatory environment for digital assets has never been more promising for the industry. Since the change in administration, the Securities and Exchange Commission (SEC) has committed to stemming what it has...more

Morrison & Foerster LLP

SEC Rescinds Staff Position Limiting Registered Closed-End Funds’ Investments in Private Funds

On August 15, 2025, the Division of Investment Management (the “Division”) of the U.S. Securities and Exchange Commission (SEC) published Accounting and Disclosure Information 2025-16 (ADI), providing updated guidance for...more

Latham & Watkins LLP

SEC Staff Clarifies That Liquid Staking Activities Do Not Implicate US Federal Securities Laws

Latham & Watkins LLP on

The Staff provides the market with additional crypto clarity, holding that liquid staking does not qualify as a security under the Howey test....more

Perkins Coie

SEC Statement on Liquid Staking: Helpful Guidance, With a Caveat

Perkins Coie on

Key Takeaways - - In a recently published statement, the Division of Corporation Finance clarified that certain standard liquid staking activities involving crypto assets—including the issuance and redemption of Staking...more

Freiberger Haber LLP

Enforcement News: SEC Charges Wisconsin Resident and The LLCs That He Owns and Controls with Perpetrating a Real Estate Affinity...

Freiberger Haber LLP on

On August 1, 2025, the Securities and Exchange Commission (“SEC”) announced (here) that it charged a Wisconsin resident and three limited liability companies that he owns and controls – Investors Capital LLC, Global Investors...more

BakerHostetler

Weekly Blockchain Blog - August 2025 #2

BakerHostetler on

Traditional and Digital Asset Companies Announce New Products, Acquisitions - In a recent press release, a global payments technology company announced expanded support for stablecoin- and blockchain-based settlement...more

Carlton Fields

SEC Staff Updates Guidance on Rate Sheet Supplements to Include Changes to Index Loss Limits in RILAs

Carlton Fields on

On August 4, SEC staff updated guidance on the use of rate sheet supplements in disclosing changes to terms in insurance products. As revised, updated ADI 2018-05 enables insurers to use rate sheet supplements to notify...more

Alston & Bird

Court Watch: Certiorari Petitions Raise Questions on Materiality and Tracing

Alston & Bird on

Our Securities Litigation Group examines two potential Supreme Court cases with important potential implications for defendants facing federal securities law claims....more

Lowenstein Sandler LLP

Crypto Brief - Lowenstein Crypto Newsletter - August 7, 2025

On August 5, the Securities and Exchange Commission’s (SEC) Division of Corporation Finance (Division) issued a statement clarifying that liquid staking activities do not involve the offer and sale of securities within the...more

Mayer Brown Free Writings + Perspectives

SEC Staff Guidance on Liquid Staking Activities

On August 5, 2025, the staff (the “Staff”) of the Division of Corporation Finance (the “Division”) issued new guidance regarding certain Protocol Staking (defined below) activities.  This guidance builds on a May 2025 Staff...more

Cornerstone Research

New Developments in Securities Class Action Litigation in the First Half of 2025

Cornerstone Research on

Cornerstone Research and the Stanford Law School Securities Class Action Clearinghouse highlight several developments from recent litigation in their latest report, Securities Class Action Filings—2025 Midyear Assessment....more

Herbert Smith Freehills Kramer

Ninth Circuit Addresses the Scope of Section 12(a)(2) Liability for Misleading Opinion Statements Under Omnicare

On June 10, 2025, the U.S. Court of Appeals for the Ninth Circuit Pino v. Cardone Capital, LLC reversed in part the dismissal of claims brought under the Securities Act of 1933 based on statements made in connection with two...more

Keating Muething & Klekamp PLL

Ninth Circuit Warning: Silence in the Face of SEC Comment Letters May Bolster Section 12(a)(2) Claims

On June 10, 2025, the U.S. Court of Appeals for the Ninth Circuit reversed the dismissal of a securities class action after finding the plaintiff sufficiently alleged a real estate investment fund and its managing executive...more

A&O Shearman

Northern District Of California Grants Motion To Dismiss In Securities Class Action Against Footwear Company

A&O Shearman on

On June 23, 2025, Judge Araceli Martínez-Olguín of the Northern District of California granted a motion to dismiss a consolidated securities class action brought against a footwear and apparel company (the “Company”) and...more

A&O Shearman

Ninth Circuit Reinstates Putative Class Action Against Real Estate Syndicator, Holding That Complaint’s Fraud Disclaimer Did Not...

A&O Shearman on

On June 10, 2025, the United States Court of Appeals for the Ninth Circuit reinstated a putative class action asserting claims under the Securities Act of 1933 against a real estate syndicator, one of its executives, and...more

Latham & Watkins LLP

SEC Staff Clarifies That Certain Protocol Staking Activities Do Not Implicate the Registration Requirements of the US Federal...

Latham & Watkins LLP on

The Staff clarifies that protocol staking does not qualify as a security under the Howey Test, clearing the way for market participants to engage in staking....more

Fenwick & West LLP

SEC Staff Says Certain Protocol Staking Activities Don't Constitute the Sale of Securities

Fenwick & West LLP on

The SEC’s Division of Corporation Finance recently issued a statement on Certain Protocol Staking Activities, essentially articulating the Division’s view that “Protocol Staking Activities,” do not involve the offer and sale...more

1,568 Results
 / 
View per page
Page: of 63

"My best business intelligence, in one easy email…"

Your first step to building a free, personalized, morning email brief covering pertinent authors and topics on JD Supra:
*By using the service, you signify your acceptance of JD Supra's Privacy Policy.
- hide
- hide