Anna T. Pinedo

Anna T. Pinedo

Morrison & Foerster LLP

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House Financial Services Committee Mark-Up of JOBS Act Bills

On May 20th, the Committee will be meeting beginning at 10am in an open session to mark up eleven bills that relate to various capital formation and JOBS Act measures. We have reported on a number of these bills in prior...more

5/20/2015 - Funding JOBS Act Private Equity Small Business Startups

House Small Business Committee Hearing on P2P

Last week, the House Small Business Committee held a hearing to discuss the rise of peer-to-peer lending and the availability of capital for small businesses. The testimony from leaders in the P2P sector provides an overview...more

5/18/2015 - Loans Peer-to-Peer Small Business Startups

CFTC Reauthorization Bill Includes JOBS Act Fix

The House Agricultural Committee passed the CFTC authorization bill late last week, HR 2289. HR 2289 incorporates in Section 312 a provision that was part of a bill introduced by Congressman Fincher to harmonize the...more

5/18/2015 - CFTC Commodities Commodity Pool General Solicitation Investment Adviser Rule 506 Rule 506 Offerings

Part II of Congressional Hearings on Capital Formation Related Bills

Yesterday, May 13th, the Subcommittee on Capital Markets and GSEs held the second part of its hearings, “Legislative Proposals to Enhance Capital Formation and Reduce Regulatory Burdens,” at 2pm. ...more

5/14/2015 - Capital Formation Capital Markets Congressional Investigations & Hearings Proposed Legislation

MoFo Tax Talk Volume 8, Issue 1

In This Issue: - IRS Rules Debentures Are Part of Straddle; Interest Non-Deductible - Stock Abandonment Produces Ordinary Loss - Tax Consequences of Negative Interest Rates - Renewed Discussion of a...more

5/8/2015 - Corporate Taxes Debentures IRS Stocks

Structured Thoughts: News for the financial services community, Volume 6, Issue 3

In This Issue: - The National Senior Investor Initiative - SEC Commissioner Addresses Structured Notes - The SEC Defines “Voting Equity Securities” Under the Rule 506(d) Bad Actor Disqualification...more

5/4/2015 - Elder Abuse Elder Issues Financial Services Industry FINRA OCIE Rule 506(d) SEC Structured Financial Products

House Subcommittee to Consider JOBS Act Related Bills

Today, the Subcommittee on Capital Markets and Government Sponsored Enterprises of the House Financial Services Committee has scheduled a hearing entitled “Legislative Proposals to Enhance Capital Formation and Reduce...more

4/29/2015 - Capital Formation Capital Markets Congressional Investigations & Hearings Financial Services Committee JOBS Act Legislative Committees

Update on SEC Rulemaking

Chair White, addressing the Investor Advisory Committee, provided an update on SEC rulemaking. Chair White identified the following initiatives...more

4/13/2015 - Dodd-Frank Investor Advisory Committee Mary Jo White Rulemaking Process SEC

Regulation A+: Final Rules Offer Important Capital Raising Alternatives

Overview - Yesterday, March 25, 2015, the Securities and Exchange Commission voted unanimously to adopt final rules to implement the rulemaking mandate of Title IV of the JOBS Act by adopting amendments to Regulation...more

3/27/2015 - Final Rules Issuers JOBS Act Regulation A SEC Small Business

Promoting Capital Formation

Regulators and lawmakers in the US continue to review and consider measures that may promote capital formation for smaller and emerging companies. Although the number of initial public offerings (IPOs) in the US in 2014...more

3/27/2015 - Capital Formation Emerging Growth Companies IPO Private Placements Small Business

A-Okay, Regulation A+

This is a very brief, initial summary. We will be reporting on the final rule in an upcoming alert. The SEC’s proposed rules already had provided a very practical format for private issuers seeking to raise capital. The...more

3/26/2015 - Private Funds Private Offerings Private Placements Regulation A SEC Small Business Startups

Chair White’s Testimony on SEC Initiatives

In testimony today, Chair White provided a brief update on various rulemaking initiatives. She noted that, in connection with the Dodd-Frank Act mandates, the Division of Corporation Finance continues to work to implement...more

3/25/2015 - Dodd-Frank Executive Compensation JOBS Act Mary Jo White Regulation A SEC

On the Hill this Week….

On March 24th, the U.S. Senate Committee on Banking, Housing and Urban Affairs Subcommittee on Securities, Insurance and Investment will hold a hearing on “Capital Formation and Reducing Small Business Burdens.” Information...more

3/24/2015 - Capital Formation Financial Services Committee SEC Senate Banking Committee

A+ or Not?

The SEC has scheduled an open meeting for this Wednesday to consider whether to adopt rules and forms related to the offer and sale of securities pursuant to Section 3(b) of the Securities Act of 1933 to implement Section 401...more

3/23/2015

Structured Thoughts - Volume 6 , Issue 2 - March 2015

In This Issue: - FCA Publishes Thematic Review on Structured Product Development and Governance - EU Commission Review of Prospectus Directive - SEC Issues Investor Bulletin Relating to Structured Notes -...more

3/16/2015 - Canada EU European Commission False Claims Act FCA FINRA Prospectus SEC Structured Financial Products Structured Retail Products Toronto Stock Exchange

Back to the Future? (Regional Exchanges and Venture Exchanges)

Last week, in connection with the meeting of the SEC’s Advisory Committee on Small and Emerging Companies, both Commissioner Aguilar and Commissioner Gallagher expressed interest in, and support for, a more thorough...more

3/10/2015 - Capital Formation Emerging Growth Companies IPO JOBS Act Public Offerings Regulation A SEC Small Business Startups

Developments from Meeting of Advisory Committee on Small and Emerging Companies

The Committee discussed: Regulation A+; secondary market trading for private securities; venture capital exchanges; and the accredited investor definition....more

3/6/2015 - Accredited Investors Emerging Growth Companies Regulation A SEC Advisory Committee Securities Small Business Venture Capital

Advisory Committee on Small and Emerging Companies Meets Wednesday

The SEC’s advisory committee will meet this Wednesday to discuss and address means of promoting secondary market liquidity for the securities of small and emerging companies, including addressing the Section 4(a)(1-1/2)...more

3/3/2015 - Accredited Investors Emerging Growth Companies SEC SEC Advisory Committee Secondary Markets

Morrison & Foerster Quarterly News Tax Talk - Volume 7, No.4 January 2015

In This Issue: - Congress Passes Year-End Tax Extenders Bill - House Adopts New “Dynamic Scoring” Rule - Foreign Fund Engaged in Lending and Stock Distribution Not Protected by “Trading in Stock or Securities”...more

2/20/2015 - Dividends Federal Taxes Foreign Lending LLC REIT Safe Harbors Section 956

FHFA Announces Minimum Capital and Liquidity Requirements for Non-Bank Servicers

On January 30, 2015, the Federal Housing Finance Agency (FHFA) proposed new minimum financial eligibility requirements for non-bank sellers and servicers of mortgage loans to Fannie Mae and Freddie Mac (the GSEs). The...more

2/18/2015 - Fannie Mae Freddie Mac Leverage Capital Ratio Liquidity Coverage Ratio Mortgage Servicers Mortgages Nonbank Firms Proposed Regulation

UK Regulator Publishes Findings of Crowdfunding Review

Earlier this month, the UK’s Financial Conduct Authority published a paper, “A review of the regulatory regime for crowdfunding and the promotion of non-readily realizable securities by other media”, which provides a...more

2/17/2015 - Crowdfunding Financial Conduct Authority Securities UK

SEC Proposes Rule Requiring Hedging Disclosure

On February 9, 2015, the Securities and Exchange Commission (the “Commission”) proposed amendments to its rules to implement Section 955 of the Dodd-Frank Wall Street Reform and Consumer Protection Act (the “Dodd-Frank Act”),...more

2/16/2015 - Annual Meeting Board of Directors Dodd-Frank Hedging Proxy Statements SEC Section 14(j) Securities Exchange Act

Proposed Hedging Disclosures to Apply to EGCs

The SEC recently proposed amendments to require disclosure of whether employees and directors of public companies are permitted to hedge or offset any decrease in the market value of equity securities granted to them as part...more

2/12/2015 - Dodd-Frank Hedging Proposed Regulation Public Disclosure Publicly-Traded Companies SEC

Advisory Committee to Vote on Accredited Investor Definition

The SEC announced that its Advisory Committee on Small and Emerging Companies will hold a public meeting on February 17 in order to vote on recommendations to the SEC regarding the definition of an “accredited investor.” ...more

2/3/2015 - Accredited Investors Public Meetings SEC

Structured Thoughts - Volume 6 , Issue 1 - January 26 , 2015

In This Issue: - FINRA Releases 2015 Regulatory and Exam Priorities Letter: Structured Products Remain an Area of Focus - OCIE Exam Priorities: 2015 - In Re: TVIX Securities Litigation - Second...more

1/27/2015 - Basel III Credit Suisse ESMA Examination Priorities Exchange-Traded Products FINRA FSB G-SIB MiFID OCC OCIE Securities Securities Litigation Structured Financial Products TLAC

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