News & Analysis as of

Securities and Exchange Commission (SEC) Corporate Finance

Wilson Sonsini Goodrich & Rosati

Corp Fin Updates CDIs on Rule 10b5-1

On April 25, 2025, the U.S. Securities and Exchange Commission’s Division of Corporation Finance (Corp Fin) updated its Compliance and Disclosure Interpretations (CDIs) relating to Rule 10b5-1 by issuing two new CDIs,...more

Cooley LLP

What the SEC’s (Pending) Shutdown Means for You

Cooley LLP on

With it looking pretty likely that the federal government will shut down at midnight tomorrow, here are 10 things you should know based on the SEC’s “operations plan during a shutdown” guidance and Corp Fin’s list of 22...more

Morrison & Foerster LLP

U.S. SEC Expands Accommodations for Confidential Draft Registration Statements

On March 3, 2025, the staff of the Division of Corporation Finance (the “Staff”) of the U.S. Securities and Exchange Commission (the SEC) issued new guidance, effective immediately, expanding the accommodations available for...more

Cooley LLP

Corp Fin posts new and revised CDIs regarding notices of exempt solicitation

Cooley LLP on

Corp Fin has posted several new or revised CDIs that address exempt solicitations under the proxy rules. With certain exceptions, Rule 14a-2(b)(1) exempts “any solicitation by or on behalf of any person who does not, at any...more

Wilson Sonsini Goodrich & Rosati

Government Shutdown Averted, For Now; SEC Remains Open for Business

On September 30, 2023, the U.S. Congress passed, and President Biden signed, a stopgap funding bill to avert a government shutdown, keeping the government open through November 17, 2023. While this is welcome news, there...more

A&O Shearman

Changes to Singapore selling restrictions for the wholesale debt market

A&O Shearman on

The MAS issued a Notice on Business Conduct Requirements for Corporate Finance Advisers on 21 June 2023 that, among other things, imposes a requirement on relevant persons advising on corporate finance to apply enhanced due...more

Goodwin

SEC Regulatory Agenda Showcases Important Rules by Fall 2023

Goodwin on

The federal Office of Information and Regulatory Affairs recently published the SEC’s Spring 2023 “Reg Flex” agenda. Chairman Gary Gensler sets the SEC’s agenda, which identifies rules that the agency expects to consider over...more

Goodwin

SEC Regulatory Agenda Showcases 52 Proposed and Final Rules by Spring 2023

Goodwin on

The SEC’s Fall 2022 “Reg Flex” agenda was recently published by the federal Office of Information and Regulatory Affairs (OIRA). Chair Gensler sets the agency’s agenda, which provides a glimpse into how the agency will...more

Katten Muchin Rosenman LLP

Other Recent Developments - Capital Markets Compass | Issue 4

On December 14, the Securities and Exchange Commission (SEC) adopted amendments to Rule 10b5-1 under the Securities Exchange Act of 1934 and new disclosure requirements to enhance investor protections against insider trading....more

White & Case LLP

Sector trends - July 2022: Brokers/Corporate Finance

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UK & European Financial Services M&A: Sector trends H2 2021 | H1 2022 — Brokers/Corporate Finance - Marginal improvement in investor sentiment for high-quality brokers, particularly across online brokerage, crypto trading...more

Mintz

SEC Determines That Shareholder Climate Change Proposals Should Not Be Excluded

Mintz on

This week, the SEC issued a new staff legal bulletin concerning shareholder proposals, which stated, as a matter of SEC policy, that proposals "request[ing] companies adopt timeframes or targets to address climate change" are...more

Wilson Sonsini Goodrich & Rosati

SEC Addresses Accounting Treatment for SPAC Warrants

On April 12, 2021, the U.S. Securities and Exchange Commission (SEC) published a joint statement by John Coates, Acting Director of the Division of Corporation Finance, and Paul Munter, Acting Chief Accountant, which provides...more

Morrison & Foerster LLP

SEC Risk Alert Provides Insight Into Examinations Related To ESG Investing

On April 9, 2021, the SEC’s Division of Examinations (“EXAMS”) published a Risk Alert summarizing its observations from recent examinations of investment advisers, registered investment companies, and private funds engaged in...more

Wilson Sonsini Goodrich & Rosati

SEC Signals Heightened Focus on SPACs and de-SPAC Transactions

In light of the dramatic upswing in the use of special purpose acquisition companies (SPACs), the staff of the Securities and Exchange Commission (SEC) has issued several public statements highlighting concerns and issues...more

Mayer Brown Free Writings + Perspectives

Updates from the SEC’s Acting Director of the Division of Corporation Finance

SEC Division of Corporation Finance Acting Director John Coates participated in a fireside chat on April 7, 2021 during the annual Global Capital Markets & the US Securities Laws program hosted by the Practicing Law Institute...more

Mayer Brown Free Writings + Perspectives

The SEC Speaks in 2020: Division of Corporation Finance

On October 8, 2020, the staff of the SEC’s Division of Corporation Finance spoke at PLI’s The SEC Speaks in 2020 program, providing insights on recent developments, rulemakings, guidance and initiatives....more

Herbert Smith Freehills Kramer

SEC Division of Corporate Finance Issues Guidance Regarding Expiring Confidential Treatment Orders

On Sept. 9, the SEC’s Division of Corporate Finance (the Division) amended CF Disclosure Guidance: Topic No. 7 (Topic No. 7) and issued guidance regarding the options available to companies when a previously obtained...more

Goodwin

U.S. SEC COVID-19 Statements Highlight the Importance of First Quarter Disclosures – A Review and Practical Guide

Goodwin on

Recent statements by the Chair and the Directors of the Division of Corporation Finance and the Division of Enforcement of the U.S. Securities and Exchange Commission (SEC) highlight the challenges that companies face as they...more

Wilson Sonsini Goodrich & Rosati

COVID-19 Response Update: SEC and NYSE Measures

As the novel coronavirus disease (COVID-19) pandemic continues, the U.S. Securities and Exchange Commission (SEC) has been providing guidance and implementing measures designed to provide relief to various market...more

Skadden, Arps, Slate, Meagher & Flom LLP

SEC Staff Issues Disclosure Guidance on International Intellectual Property and Technology Risks

In December 2019, the Division of Corporation Finance (Staff) of the U.S. Securities and Exchange Commission (SEC) published new "CF Disclosure Guidance: Topic No. 8" (Guidance) regarding disclosure obligations companies...more

Skadden, Arps, Slate, Meagher & Flom LLP

SEC Staff Issues CF Disclosure Guidance on Confidential Treatment Requests

In December 2019, the Division of Corporation Finance (Staff) of the U.S. Securities and Exchange Commission issued new "CF Disclosure Guidance: Topic No. 7" (Guidance) regarding confidential treatment requests pursuant to...more

Stinson - Corporate & Securities Law Blog

SEC Announces Realignment of Disclosure Reviews

The SEC’s Division of Corporation Finance has realigned the work of its disclosure program to promote collaboration, transparency and efficiency. As a result of the realignment, the disclosure program staff will focus their...more

Burr & Forman

POQ No-Action Letter: DLT “Arcade Tokens” Aren’t Securities

Burr & Forman on

Last week, the SEC’s Corporate Finance division issued its second no-action letter supporting a digital token issue.  On July 25, 2019, the Staff agreed it would not recommend enforcement action over the issuance of Quarters...more

Akin Gump Strauss Hauer & Feld LLP

Updated: The Practical Impact of the Government Shutdown for Private Parties

The new 116th Congress convened on Thursday, January 3, 2019 as the partial government shutdown, carrying over from the prior Congress, continued into the new year and has now outlasted previous shutdowns. Although the...more

Akin Gump Strauss Hauer & Feld LLP

SEC Warns Companies of Potential Internal Accounting Control Violations with Business Email Compromise

• The SEC issued guidance in the form of a rare “21(a) report” this week after investigating a series of email frauds impacting 9 unnamed companies. • These email-based frauds, referred to as “CEO scams” or “vendor scams,”...more

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