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Securities Regulation Disclosure Requirements Investors

Goodwin

PISCES 101 - The Private Intermittent Securities and Capital Exchange System: What you need to know about the world’s first...

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What is PISCES?  The Private Intermittent Securities and Capital Exchange System (PISCES) is a UK government–backed initiative designed to enable private companies to offer and trade their existing shares in a controlled,...more

Troutman Pepper Locke

FINRA Continues to Scrutinize Customer Facing Communications on Crypto Offerings

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On July 16, TradeStation Securities, Inc., a member firm of the Financial Industry Regulatory Authority (FINRA), submitted a Letter of Acceptance, Waiver, and Consent (AWC) to FINRA’s Department of Enforcement. This AWC...more

Mayer Brown

Faqs – What US Clients Need to Know About PISCES – a New Secondary Private Stock Market in the UK

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WHAT ARE THE KEY DRIVERS FOR REFORM? The UK Treasury ("HMT") noted the following as drivers for reform: A key challenge for private companies is that, at early stages in their growth, there are no standardised ways...more

Skadden, Arps, Slate, Meagher & Flom LLP

New UK Prospectus Rules Published

- What is new: The FCA has published final rules for the new UK prospectus regime, introducing significant reforms such as a new 75% threshold for secondary issuances, new prospectus exemptions, permitting protected...more

Mayer Brown Free Writings + Perspectives

SEC Continues Focus on Regulation A

In what may be indicative of the Securities and Exchange Commission’s renewed focus on small business capital formation, one of the topics that the staff (the “Staff”) of the Commission’s Division of Corporation Finance (the...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

Carlton Fields

Takeaways from the SEC Roundtable on Executive Compensation Disclosure Rules

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On June 26, the Securities and Exchange Commission hosted a roundtable discussion about potential changes to existing executive compensation disclosure requirements. In the lively discussion, panelists representing issuers,...more

Mayer Brown Free Writings + Perspectives

SEC Office of the Investor Advocate Report

Pursuant to the Securities Exchange Act, the Investor Advocate is required to file two reports annually with the Committee on Banking, Housing and Urban Affairs of the Senate and the Committee on Financial Services of the...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

Troutman Pepper Locke

Time to Assess "Foreign Private Issuer" Status - 2025

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It is time to assess “foreign private issuer” status. Foreign public and private issuers enjoy the benefits of significant exemptions and exclusions from registration under U.S. federal securities laws based on whether they...more

Alston & Bird

SEC Considers Changes to Foreign Private Issuer Definition

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The Securities and Exchange Commission (SEC) is mulling over modifications to the definition of foreign private issuer (FPI). Our Securities Group examines how these potential changes could impact companies currently...more

Goodwin

SEC Issues Concept Release on the Definition of Foreign Private Issuer

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On June 4, 2025, the Securities and Exchange Commission (“SEC”) published a concept release (“Concept Release”) soliciting public comments on the definition of a foreign private issuer (“FPI”). FPIs are subject to disclosure...more

Hogan Lovells

PISCES – FCA publishes its final rules and welcomes applications from market operators

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The Financial Conduct Authority (FCA) has released its final rules regarding the Private Intermittent Securities and Capital Exchange System (known as PISCES), the new platform designed to host intermittent secondary trading...more

Troutman Pepper Locke

SEC Considers Changes to Definition of Foreign Private Issuer

Troutman Pepper Locke on

On June 4, 2025, the U.S. Securities and Exchange Commission (SEC) published a concept release soliciting public comment on the definition of a foreign private issuer (FPI) and whether changes are needed to reflect the...more

Orrick, Herrington & Sutcliffe LLP

PISCES: Sandbox

RECAP Private Intermittent Securities and Capital Exchange System (PISCES) Regulations (SI 2025/583) are now in force. PISCES is not a stock market; it is a regulatory sandbox for those market participants who want to set up...more

Cooley LLP

The FPI Concept Release: The SEC’s Concerns

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A few days ago, I blogged about the SEC issuing this 71-page concept release to rethink the definition of “foreign private issuer.” This Cooley Alert penned by Brad Goldberg, Beth Sasfai, Reid Hooper and Shari Ness delves...more

Wilson Sonsini Goodrich & Rosati

SEC Announces Agenda for Upcoming Executive Compensation Roundtable

On June 11, 2025, the U.S. Securities and Exchange Commission announced the agenda and panelists for its upcoming Roundtable on Executive Compensation Disclosure Requirements. The Roundtable will be held on June 26, 2025,...more

Woodruff Sawyer

Foreign Private Issuers: Time to End the Free Lunch?

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Foreign private issuers (FPIs) are non-US companies that are traded on US exchanges. They have access to US capital markets even though FPIs are subject to less-stringent disclosure requirements. A good question to ask is...more

Cozen O'Connor

SEC Invites Feedback to Foreign Private Issuer Eligibility Rules

Cozen O'Connor on

On June 4, 2025, the U.S. Securities and Exchange Commission (SEC) issued a Concept Release, seeking public feedback on whether the nearly half-a-century-old definition of foreign private issuer (FPI) and the reporting...more

Latham & Watkins LLP

FCA’s Final Proposals for PISCES: A New Era for Private Market Trading

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On 10 June 2025, the FCA unveiled its final proposals for the Private Intermittent Securities and Capital Exchange System (PISCES), following a comprehensive consultation process. The proposals mark a significant step in the...more

DLA Piper

Time to Reassess The Definition of a Foreign Private Issuer?

DLA Piper on

As discussed at an open meeting held on June 4, 2025, the US Securities and Exchange Commission (Commission) published a concept release (Release) soliciting comments on whether to revise the definition of “foreign private...more

Latham & Watkins LLP

Recent Developments for UK PLCs June 2025

Latham & Watkins LLP on

On 3 June 2025, the Financial Reporting Council (FRC) published the UK Stewardship Code 2026. The new Code, effective from 1 January 2026, aims to foster long-term sustainable value creation and improve engagement quality...more

Cozen O'Connor

CSA Expands LIFE Exemption: Blanket Relief Order Increases Capital Raising Limits for Listed Issuers

Cozen O'Connor on

On May 14, 2025, the Canadian Securities Administrators (the CSA) issued Coordinated Blanket Order 45-935 (the Blanket Order), introducing targeted relief from certain limitations of the Listed Issuer Financing Exemption (the...more

A&O Shearman

IOSCO publishes final reports on finfluencers, online imitative trading practices and digital engagement practices

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The International Organization of Securities Commissions (IOSCO) has published final reports on finfluencers, online imitative trading practices and digital engagement practices, accompanied by a press release. These reports...more

Wilson Sonsini Goodrich & Rosati

SEC Announces Upcoming Roundtable on Executive Compensation Disclosure Requirements

On May 16, 2025, the U.S. Securities and Exchange Commission announced that it will host a Roundtable on Executive Compensation Disclosure Requirements on June 26, 2025. SEC Chairman Paul S. Atkins issued a statement on the...more

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