Blue Sky Laws: Defending State-Level Securities Violations
Payment for Order Flow (PFOF) and Gamification: Your Questions Answered
Business and Legal Issues Around Blockchain and Cryptocurrencies
Summer Enforcement Action Review; Raising Money in a Pandemic - Investment Management Roundtable Discussion
Videocast: Asset management regulation in 2020 videocast series – The annuity regulatory landscape
Videocast: Asset management regulation in 2020 videocast series – FinTech initiatives
Ropes & Gray’s PEP Talk: General Solicitation by Private Equity Funds Under 506(c)
In response to a request for no-action submitted by the law firm Latham & Watkins on March 12, 2025 (No-Action Letter), the Securities and Exchange Commission (SEC) Division of Corporation Finance’s staff (Staff) provided new...more
On February 6, 2024, the SEC adopted new rules under the Securities Exchange Act of 1934 (Exchange Act), to expand the scope of “dealers” and “government securities dealers” required to register under the Exchange Act, become...more
In a 2-1 opinion issued on February 14, 2024, an Eleventh Circuit panel partially reversed a lower court ruling that would have barred a defendant from participating in future penny-stock offerings. The majority found it was...more
With the close of FINRA’s fiscal year comes the opportunity for broker-dealer firms to consider where regulators have focused their enforcement efforts and also what can be expected in the coming year. Fortunately, FINRA has...more
It’s the Transaction, Not the Token. Issuers cannot offer or sell securities without registering them with the SEC under Section 5 of the Securities Act of 1933 or finding a valid exemption from registration. XRP is the...more
In February 2023, the SEC adopted rule amendments that require most securities transactions effected by broker-dealers to be settled within one business day (T+1), rather than the currently required two business days. The SEC...more
In a recent speech, SEC Chairman Gary Gensler quoted the first chairman of the SEC, Joseph Kennedy, who noted, “No honest business need fear the SEC.” Unfortunately, Gensler failed to note that as the SEC often explains,...more
What do founders, employees and investors in privately held companies all have in common? Limited opportunity to sell their shares. That’s because of various legal, contractual and market factors that impede the sale of...more
On June 15, 2022, the Securities and Exchange Commission (“SEC”) filed a complaint against California-based broker-dealer Western International Securities, Inc. (“Western”) alleging violations of Regulation Best Interest...more
Elon Musk’s contentious relationship with the Securities and Exchange Commission is likely to become even more complicated as a result of Mr. Musk’s filings with the Commission to report his recent purchases of shares in...more
The SEC's Enforcement Action Against Ripple - In December 2020, the SEC commenced an enforcement action against Ripple and two of its senior executives alleging that the defendants violated Section 5 of the Securities Act of...more
On November 24, 2021, the U.S. Court of Appeals for the Second Circuit issued a pair of decisions addressing threshold requirements for securities fraud claims under Section 10(b) of the Securities Exchange Act of 1934 and...more
On September 20, 2021, in Pirani v. Slack Technologies, Inc., a divided panel of the U.S. Court of Appeals for the Ninth Circuit held that investors who purchase stock in a “direct listing”—in which pre-existing shares are...more
Overview Rule 502(c) (“Rule 502(c)”) of the Securities Act of 1933, as amended (the “Securities Act”), prohibits an issuer from offering or selling securities by any form of general solicitation or general advertising when...more
The battle in federal court between the SEC and Telegram continues to progress at breakneck speed. The SEC commenced its action less than four months ago, on October 11, 2019, by seeking a temporary restraining order against...more
On July 8, 2019, the staff of the U.S. Securities and Exchange Commission (“SEC”) Division of Trading and Markets and the staff of the Financial Industry Regulatory Authority (“FINRA”) issued a joint statement outlining...more
The SEC charged fifteen individuals with acting as unregistered brokers or aiding-and-abetting such activity in connection with Intertech Solutions, Inc.’s fraudulent and unregistered securities offerings....more
New Rules, Proposed Rules, Guidance and Alerts - SEC STAFF GUIDANCE AND ALERTS - SEC Staff Issues No-Action Letters to Facilitate Cross-Border Compliance with the Research “Unbundling” Provisions of the European...more