News & Analysis as of

Securities and Exchange Commission (SEC) Regulation D Investment Company Act of 1940

Lowenstein Sandler LLP

Democratization of VC funds

At least once or twice per year, a prospective client will call with the greatest new idea—launch a venture fund for everyone. Open up potential fundraising by appealing to moderate-income people. Why hasn’t anyone thought of...more

Proskauer Rose LLP

Proskauer's Hedge Start: What Key Exemptions Apply to Hedge Funds?

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We have separately discussed the common exemptions from registration of a fund manager with the Securities and Exchange Commission (SEC) as an investment adviser and from registration with the Commodity Future Trading...more

Winstead PC

Complying with Rule 506(c): Investor Verification Methods Explained

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If an issuer of a securities wishes to generally advertise their private offering of securities, they can do so under Rule 506(c) of Regulation D of the Securities Act of 1933, which would exempt the offeror from registration...more

Cooley LLP

Blog: SEC Proposes Registration Exemption for “Finders”

Cooley LLP on

The SEC has proposed new rules that would clear up the longstanding difficulty a venture capital fund manager has faced when wanting to use a “finder” for investors in the fund and such “finder” is not licensed as (or...more

Cooley LLP

Blog: SEC Broadens the Definition of Accredited Investor to Permit Greater Access to Fund and Other Private Offerings

Cooley LLP on

On August 26, 2020, after over a year’s worth of work examining how it may better simplify, harmonize and improve the framework and rules around exempt offerings under the Securities Act of 1933, as amended (the “Securities...more

Dickinson Wright

SEC Expands Accredited Investor Definition, Giving Impetus to Private Markets

Dickinson Wright on

Summary: On August 26, 2020, the Securities and Exchange Commission (the “SEC”) announced that it has adopted amendments to the definition of accredited investor under Regulation D of the Securities Act of 1933 (the...more

Fenwick & West LLP

SEC Expands “Accredited Investor” Definition and Modernizes Disclosure Required by Regulation S-K

Fenwick & West LLP on

On August 26, 2020, the U.S. Securities and Exchange Commission adopted final rules to expand the accredited investor definition and modernize the disclosure requirements under Regulation S-K Items 101 (Business), 103 (Legal...more

K&L Gates LLP

SEC Proposes Amendments to Expand Definition of Accredited Investor

K&L Gates LLP on

I. INTRODUCTION - On December 18, 2019, the U.S. Securities and Exchange Commission (“SEC”) proposed amendments to Rule 501(a) of Regulation D promulgated under the Securities Act of 1933, as amended (“Securities Act”),...more

White and Williams LLP

SEC’s Proposed Overhaul to the Definition of an Accredited Investor

White and Williams LLP on

In June 2019, the Securities and Exchange Commission (the SEC) published a concept release (the Concept Release) that sought public comment on how to improve the framework for private securities offerings under the Securities...more

King & Spalding

Seizing the Opportunity? SEC Zeroes in on Qualified Opportunity Zone (QOZ) Fund Sponsors

King & Spalding on

On July 15, 2019, the Securities and Exchange Commission (SEC) and North American Securities Administrators Association (NASAA) staffs released a joint statement (the “Statement”) addressing compliance implications for...more

Perkins Coie

SEC and FINRA Target Cryptocurrency Hedge Fund Manager and Broker-Dealers in New Wave of Digital Asset Enforcement Proceedings

Perkins Coie on

In a flurry of enforcement activity in the digital asset space, the U.S. Securities and Exchange Commission (SEC) and the Financial Industry Regulatory Authority (FINRA), a self-regulatory organization for broker-dealers,...more

Eversheds Sutherland (US) LLP

A week of “firsts” in cryptocurrency prosecution

Last week, on September 11, 2018, a number of “firsts” occurred in the prosecution of cryptocurrency-related activities. The Securities and Exchange Commission (SEC) brought its first-ever enforcement action involving a...more

Morrison & Foerster LLP - JOBS Act

SEC Issues Revised C&DIs Reflecting Updates for Prior Amendments to Rules 147 and 504, the Repeal of Rule 505 and Clean-up Changes

On September 20, 2017, the staff of the SEC’s Division of Corporation Finance issued revised compliance and disclosure interpretations (“C&DIs”) for purposes reflecting updates for prior amendments to Securities Act Rules 147...more

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