Mark Wood

Mark Wood

Katten Muchin Rosenman LLP

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Crowdfunding Portals Can Now Register with the SEC

As discussed in the November 6, 2015 edition of the Corporate and Financial Weekly Digest, on October 30, 2015, the Securities and Exchange Commission adopted “Regulation Crowdfunding,” which consists of final rules that will...more

2/2/2016 - Crowdfunding Funding Portal Regulation C SEC

Corporate and Financial Weekly Digest - Volume XI, Issue 4

SEC/CORPORATE - Crowdfunding Portals Can Now Register With the SEC - As discussed in the November 6, 2015 edition of the Corporate and Financial Weekly Digest, on October 30, 2015, the Securities and Exchange...more

2/1/2016 - Crowdfunding Cyber Attacks Electronic Filing Germany Hedge Funds Memorandum of Understanding Regulation C SEFs Senior Managers Insurers Regime (SMIR) Supervision UK

SEC Adopts Interim Final Rules as Mandated by the FAST Act

On January 13, the Securities and Exchange Commission announced that it adopted interim final rules to implement changes to Form S-1 and Form F-1 mandated by the Fixing America’s Surface Transportation Act (FAST Act). The...more

1/26/2016 - Emerging Growth Companies Fixing America’s Surface Transportation Act (FAST Act) Registration Statement Required Forms SEC

Corporate and Financial Weekly Digest - Volume XI, Issue 3

SEC/CORPORATE - SEC Settles With Adviser That Allegedly Overcharged Management Fees and Misled Investors - On January 19, the Securities and Exchange Commission announced that it had settled with Equinox Fund...more

1/25/2016 - EU Fixing America’s Surface Transportation Act (FAST Act) Hart-Scott-Rodino Act Management Fees No-Action Relief REMIT Swaps

PCAOB Adopts New Rules Requiring Disclosure of Participants in an Audit

On December 15, 2015, the Public Company Accounting Oversight Board (PCAOB) adopted new rules and related amendments to auditing standards (Rules) to provide investors with more information about who participates in public...more

1/13/2016 - Auditors PCAOB Publicly-Traded Companies SEC Transparency

SEC Division of Corporation Finance Issues Four Additional C&DIs on FAST Act

Since the adoption of the Fixing America’s Surface Transportation Act (FAST Act) on December 4, 2015, the Division of Corporation Finance (Division) of the Securities and Exchange Commission has issued six Compliance and...more

1/12/2016 - C&DIs Equity Securities Federal Savings Associations Fixing America’s Surface Transportation Act (FAST Act) Holding Companies SEC

Corporate and Financial Weekly Digest - Volume XI, Issue 1

SEC/CORPORATE - PCAOB Adopts New Rules Requiring Disclosure of Participants in an Audit - On December 15, 2015, the Public Company Accounting Oversight Board (PCAOB) adopted new rules and related amendments to...more

1/11/2016 - Banking Sector C&DIs Examination Priorities Fixing America’s Surface Transportation Act (FAST Act) M&A Brokers Pay-To-Play PCAOB Regulation Technical Standards (RTS) SEC

SEC Proposes Payment Disclosure Rules for Resource Extraction Issues

On December 11, the Securities and Exchange Commission proposed Rule 13q-1 of the Securities Exchange Act of 1934 (Exchange Act), often referred to as the “resource extraction rule,” which would require an issuer to disclose...more

12/22/2015 - Disclosure Requirements Energy Sector Extractive Industry Transparency Rule Proposed Regulation SEC Securities Exchange Act

SEC Division of Corporation Finance Issues New C&DIs on FAST Act

As previously reported, President Obama signed into law the Fixing America’s Surface Transportation Act (FAST Act) on December 4. The transportation bill includes several provisions related to securities laws and...more

12/22/2015 - C&DIs Emerging Growth Companies Financial Statements Fixing America’s Surface Transportation Act (FAST Act) SEC

Corporate and Financial Weekly Digest - Volume X, Issue 48

SEC/CORPORATE SEC Division of Corporation Finance Issues New C&DIs on FAST Act - As previously reported, President Obama signed into law the Fixing America’s Surface Transportation Act (FAST Act) on December 4. The...more

12/21/2015 - C&DIs CFTC Cybersecurity Disclosure Requirements EGRPRA Extractive Industry Transparency Rule Fixing America’s Surface Transportation Act (FAST Act) Margin Requirements MiFID II SEC

FAST Act Legislation and Impact on Securities Law

On December 4, President Obama signed into law the Fixing America’s Surface Transportation Act (FAST Act). This transportation bill includes several provisions related to securities laws and capital-raising measures, as...more

12/15/2015 - Capital Raising Disclosure Emerging Growth Companies Filing Requirements Fixing America’s Surface Transportation Act (FAST Act) SEC

Corporate and Financial Weekly Digest - Volume X, Issue 47

SEC/CORPORATE - FAST Act Legislation and Impact on Securities Law - On December 4, President Obama signed into law the Fixing America’s Surface Transportation Act (FAST Act). This transportation bill includes...more

12/14/2015 - AIFMD CFTC Cybersecurity Disclosure Requirements Emerging Growth Companies ESMA EU FINRA Fixing America’s Surface Transportation Act (FAST Act) SEC

SEC Commissioner Piwowar Speaks at Current Financial Reporting Issues Conference

On November 16, Securities and Exchange Commissioner Michael Piwowar addressed the 34th Annual Current Financial Reporting Issues Conference in New York to share his views on the current and future state of financial...more

11/24/2015 - Accounting Standards Disclosure FASB Financial Reporting IFRS SEC

Corporate and Financial Weekly Digest - Volume X, Issue 45

SEC/CORPORATE SEC Commissioner Piwowar Speaks at Current Financial Reporting Issues Conference - On November 16, Securities and Exchange Commissioner Michael Piwowar addressed the 34th Annual Current Financial Reporting...more

11/23/2015 - Alternative Trading Systems Anti-Money Laundering ESMA Financial Sector IFRS SEC

SEC Proposes Amendments to Rules 147 and 504

On October 30, the Securities and Exchange Commission proposed amendments to modernize: (1) Rule 147, promulgated under the Securities Act of 1933 (Securities Act) as a safe harbor exempting intrastate offerings from federal...more

11/10/2015 - Crowdfunding Proposed Amendments Rule 147 Rule 504 SEC

Corporate and Financial Weekly Digest - Volume X, Issue 43

SEC/CORPORATE - SEC Proposes Amendments to Rules 147 and 504 - On October 30, the Securities and Exchange Commission proposed amendments to modernize: (1) Rule 147, promulgated under the Securities Act of 1933...more

11/9/2015 - Enforcement Actions MiFID II Rule 147 Section 504 SEFs UK

SEC Issues Guidance on Rule 14a-8(i)(9) and Rule 14a-8(i)(7)

On October 22, the Securities and Exchange Commission’s Division of Corporation Finance (Division) issued Staff Legal Bulletin No. 14H (SLB 14H), which (1) sets forth a new standard for determining when a shareholder proposal...more

11/3/2015 - Corporate Governance New Guidance Ordinary Business Exception Proxy Statements Rule 14a-8(i)(9) SEC Shareholder Proposals Shareholders

Corporate and Financial Weekly Digest - Volume X, Issue 42

SEC/CORPORATE - ISS Releases 2016 Draft Voting Policy Changes for Comment - On October 26, Institutional Shareholder Services (ISS), a leading proxy advisory firm, released for comment draft voting policy changes...more

11/2/2015 - Banking Examinations Board of Directors CFTC Clearing Agencies Derivatives Clearing Organizations Directors Federal Reserve Financial Conduct Authority (FCA) HMRC ISS Publicly-Traded Companies Registration Requirement Rule 14a-8 SEC Senior Managers Insurers Regime (SMIR) Shareholder Proposals Shareholders

House Passes Disclosure Modification and “4(a)(1)(1/2)” Bills

On October 6, the US House of Representatives passed the Disclosure Modification and Simplification Act of 2015 (H.R. 1525), which, if enacted, would require the Securities and Exchange Commission to (1) revise Regulation S-K...more

10/13/2015 - Disclosure Requirements Emerging Growth Companies Exemptions Form 10-K Pending Legislation Proposed Amendments RAISE Act Registration Statement Regulation S-K SEC

Corporate and Financial Weekly Digest - Volume X, Issue 39

SEC/CORPORATE - House Passes Disclosure Modification and “4(a)(1)(1/2)” Bills - On October 6, the US House of Representatives passed the Disclosure Modification and Simplification Act of 2015 (H.R. 1525), which, if...more

10/12/2015 - Advisory Committee CFTC Derivatives EMIR Equity Research Rule ESMA EU FINRA Form 10-K Market Risk Capital Rule NASD Registration Requirement Regulation S-K SEC

ISS Publishes Results of 2015–2016 Annual Global Policy Survey

On September 28, Institutional Shareholder Services (ISS), a leading proxy advisory firm, published the results of its 2015–2016 global voting policy survey. The survey, which received 421 responses from a combination of...more

10/6/2015 - Bylaws CEOs Corporate Governance Director Compensation GAAP Independent Director ISS Proxy Access Rule Proxy Season

Corporate and Financial Weekly Digest - Volume X, Issue 38

SEC/CORPORATE - ISS Publishes Results of 2015–2016 Annual Global Policy Survey - On September 28, Institutional Shareholder Services (ISS), a leading proxy advisory firm, published the results of its 2015–2016...more

10/5/2015 - Banks Broker-Dealer Bylaws CEOs CFPB CFTC Consumer Lenders Corporate Governance Derivatives Derivatives Clearing Organizations Director Compensation ESMA EU FFIEC FINRA GAAP Independent Boards ISS Liquidity Risk Management Rule Proxy Access Rule Proxy Season Regulation Technical Standards (RTS) SEC Swaps Trade Market Abuse

SEC Advisory Committee on Small and Emerging Companies Makes Recommendations

On September 23, the Securities and Exchange Commission Advisory Committee on Small and Emerging Companies (Advisory Committee) met to discuss, and submit to the SEC, recommendations regarding (1) public company disclosure...more

9/29/2015 - Broker-Dealer Capital Formation Disclosure Requirements Emerging Growth Companies Finders JOBS Act Regulation D Rule 147 SEC SEC Advisory Committee

Corporate and Financial Weekly Digest - Volume X, Issue 37

SEC/CORPORATE - SEC Advisory Committee on Small and Emerging Companies Makes Recommendations - On September 23, the Securities and Exchange Commission Advisory Committee on Small and Emerging Companies (Advisory...more

9/28/2015 - ACH Payments Asset Diversification Banking Sector Broker-Dealer CFTC Derivatives Derivatives Clearing Organizations Emerging Growth Companies FDIC Financial Conduct Authority (FCA) Finders Investment Funds IRS Mutual Funds Registration Requirement Rule 147 SEC SEC Advisory Committee Supervision U.S. Treasury UK

NYSE Proposes Rule To Expand Pre-market Notice Period Prior to Disseminating Material News

On August 27, the New York Stock Exchange (NYSE) filed with the SEC a proposed rule change to: (1) require NYSE-listed companies to notify the NYSE prior to disseminating material news if such dissemination occurs...more

9/15/2015 - Listing Standards Notice Requirements NYSE Proposed Regulation SEC

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