News & Analysis as of

Securities Act of 1933 › Securities Exchange Act of 1934 › Securities Regulation

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 -
Troutman Pepper Locke

SEC Clarifies Disclosure Requirements for Crypto Asset Securities

Troutman Pepper Locke on

On April 10, the Securities and Exchange Commission’s (SEC) Division of Corporation Finance (the Division) issued a statement aimed at providing greater clarity on the application of federal securities laws to crypto assets....more

Allen Matkins

If The Shares Of A Chinese Company Are Delisted, What Happens To Trading In California?

Allen Matkins on

Yesterday's Wall Street Journal includes a story about the possible delisting of shares of Chinese companies.  Shares of companies that are listed, or authorized for listing, on a national securities exchange (or tier or...more

Seward & Kissel LLP

SEC Expands Accommodations for Nonpublic Review of Most Securities Act and Exchange Act Registration Statements

Seward & Kissel LLP on

On March 3, 2025, the Securities and Exchange Commission (the “SEC”) expanded the accommodations for the confidential submission and review of registration statements under the Securities Act of 1933 (the “Securities Act”) or...more

Lowenstein Sandler LLP

SEC Greenlights Proof-of-Work Mining

Lowenstein Sandler LLP on

The Division’s statement specifically addresses the mining of crypto assets that are intrinsically linked to the programmatic functioning of a public, permissionless network. These assets, referred to by the Division as...more

Lowenstein Sandler LLP

SEC Charges Public Company with AI Washing

Lowenstein Sandler LLP on

On January 14, 2025, the U.S. Securities and Exchange Commission (SEC) charged Presto Automation Inc. (Presto) with violations of the Securities Act of 1933 and the Securities Exchange Act of 1934 for misleading artificial...more

Wilson Sonsini Goodrich & Rosati

SEC Announces Increase in Registration Fee Rates Effective October 1, 2024

Wilson Sonsini Goodrich & Rosati on

On August 20, 2024, the U.S. Securities and Exchange Commission (SEC) announced an increase in the fees that public companies and other issuers will be required to pay to register their securities, from $147.60 per million...more

DarrowEverett LLP

The Heat Is On SEC’s Climate-Related Disclosure Rules

DarrowEverett LLP on

On March 6, 2024, the U.S. Securities and Exchange Commission (the “SEC”) adopted new final rules requiring issuers to include extensive disclosure in registration statements and periodic reports regarding material...more

Carlton Fields

Supreme Court Clarifies That No Private Cause of Action Exists Under Rule 10b-5 for Pure Omissions, Only Uncorrected Half-Truths

Carlton Fields on

On April 12, 2024, the U.S. Supreme Court issued its opinion in Macquarie Infrastructure Corp. v. Moab Partners, L.P., resolving a circuit split among the Second, Third, and Ninth Circuits over whether plaintiffs could pursue...more

Alston & Bird

New SEC Rule 192: Prohibition Against Conflicts of Interest in Certain Securitizations

Alston & Bird on

Our Finance Group summarizes the Securities and Exchange Commission’s finalized Rule 192 that prohibits conflicts of interest among participants in asset-backed securitizations. - The Dodd–Frank Act prohibits conflicts...more

Pillsbury Winthrop Shaw Pittman LLP

Coinbase Contests the SEC’s Regulatory Authority over Crypto Exchanges, Staking

Pillsbury Winthrop Shaw Pittman LLP on

Arguments presented by Coinbase in its answer to SEC charges would, if accepted, potentially deprive the SEC of its most effective tool in regulating digital assets. The SEC alleges in a Complaint in SDNY that Coinbase...more

Ballard Spahr LLP

SEC’s Suit Against Binance Demonstrates Scope of Its Crypto Enforcement Efforts

Ballard Spahr LLP on

On June 5, 2023, the SEC filed an extensive civil complaint against Binance Holdings Limited, its assorted affiliates and its beneficial owner and CEO, Changpeng Zhao, alleging multiple violations of the Securities Act of...more

Proskauer - Corporate Defense and Disputes

Supreme Court Requires Traceability for Securities Act Claims Arising from Direct Listings

Proskauer - Corporate Defense and Disputes on

The U.S. Supreme Court held that purchasers of shares sold to the public through a direct listing cannot sue under Section 11 of the Securities Act of 1933 unless they can trace their shares to an allegedly defective...more

Mayer Brown Free Writings + Perspectives

SEC Fee Rate Advisory

Mayer Brown Free Writings + Perspectives on

The Securities and Exchange Commission announced that the fees that public companies and other issuers pay to register their securities with the SEC will increase from $92.70 per million dollars to $110.20 per million...more

Bilzin Sumberg

SEC Proposes Rules Governing SPACs and De-SPAC Transactions

Bilzin Sumberg on

The Special Purpose Acquisition Company (“SPAC”) market is facing both a new set of rules and amendments to rules already in place under the Securities Act of 1933 and Securities Exchange Act of 1934.  Last month, the U.S....more

Katten Muchin Rosenman LLP

Second Circuit Opinion Allows Market Manipulation Claims Based on Hedging Activity

Katten Muchin Rosenman LLP on

On April 27, the US Court of Appeals for the Second Circuit released its opinion in Set Capital LLC v. Credit Suisse Group AG, No. 19-3466 (2d Cir. 2021). The decision is noteworthy because the Court permitted market...more

BakerHostetler

New Rule Amendments Allow Electronic Signatures in SEC Filings

BakerHostetler on

On Nov. 17, the Securities and Exchange Commission (the SEC or the Commission) adopted new rules to permit the use of electronic signatures in signature authentication documents in connection with certain filings with the...more

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