Section 18(i) of the Investment Company Act of 1940 (the Act) requires, except as set forth in therein and "as otherwise required by law," that each share of stock issued by a registered closed-end fund "shall be a voting...more
On February 8, 2022, the North American Securities Administrators Association (NASAA) announced that Maryland, Mississippi, and Vermont were among the first three states to adopt and implement continuing education...more
On October 7, 2020, the Securities and Exchange Commission (Commission) proposed a conditional exemption from the broker registration provisions of the Securities Exchange Act of 1934 (Exchange Act) for natural persons that...more
The Securities and Exchange Commission (Commission) last week adopted amendments to Rule 501(a) (Rule) of Regulation D under the Securities Act of 1933, as amended (Act), to add additional categories of individuals and...more
On May 27, 2020, the Staff of the Securities and Exchange Commission's ("SEC") Division of Investment Management (the "Division") published a Statement entitled "Control Share Acquisition Statutes" (the "Statement") in which...more
The Securities and Exchange Commission (SEC) has adopted amendments to its rules and forms that require the use of Inline eXtensible Business Reporting Language (XBRL) for financial statement information in lieu of existing...more
The Securities and Exchange Commission (SEC) has adopted amendments to its rules and forms to amend the definition of "smaller reporting company." Companies that qualify as smaller reporting companies can take advantage of...more
The Securities and Exchange Commission (SEC) has adopted amendments to its rules and certain forms that will require registrants to include an active hyperlink to each filed exhibit as identified in the exhibit index of a...more
As we have discussed in prior Bulletins, pursuant to Section 5 of the Securities Act of 1933 (Securities Act) and state securities laws, any offer and sale of a security must be registered with the Securities and Exchange...more
11/16/2016
/ Amended Rules ,
Bad Actors ,
Intrastate Offerings ,
Registration Requirement ,
Regulation D ,
Repeal ,
Rule 147 ,
Rule 147A ,
Rule 504 ,
Rule 505 ,
Safe Harbors ,
Sales of Securities ,
Section 5 ,
Securities ,
Securities Act of 1933 ,
Securities and Exchange Commission (SEC) ,
Small Offering Exemptions ,
State of Residency ,
State Securities Claims
As we discussed in our June 2011 Bulletin, available here, SEC rules promulgated under the Securities Exchange Act of 1934, as amended (Exchange Act), pursuant to Section 21F thereunder as enacted by the Dodd-Frank Wall...more
10/3/2016
/ Anti-Retaliation Provisions ,
Disclosure Requirements ,
Dodd-Frank ,
Enforcement Actions ,
Fines ,
KBR (formerly Kellogg Brown & Root) ,
Merrill Lynch ,
Rule 21F ,
Securities and Exchange Commission (SEC) ,
Securities Exchange Act ,
Severance Agreements ,
Whistleblowers
A periodic bulletin keeping small businesses informed about current developments in securities law and related matters.
By way of background, pursuant to Section 5 of the Securities Act of 1933 (Securities Act) and state...more
A periodic bulletin keeping small businesses informed about current developments in securities law and related matters.
As required by the Dodd-Frank Wall Street Reform and Consumer Protection Act, the Securities and...more
As we have noted in prior Bulletins, pursuant to Section 5 of the Securities Act of 1933 (Securities Act) and state securities laws, any offer and sale of a security must be registered with the Securities and Exchange...more
Last week the Securities and Exchange Commission (SEC) proposed amendments to its rules and forms, as required by the Dodd-Frank Wall Street Reform and Consumer Protection Act (Dodd-Frank), that would require SEC reporting...more
2/20/2015
There was not a lot of Securities and Exchange Commission (SEC) activity this past Spring and Summer that was directly relevant to most small and medium-sized SEC reporting companies, with the SEC focusing on credit ratings...more
As we have noted in prior Bulletins, pursuant to Section 5 of the Securities Act of 1933 (Securities Act) and state securities laws, any offer and sale of a security must be registered with the Securities and Exchange...more
By way of background, pursuant to Section 5 of the Securities Act of 1933 (Securities Act) and state securities laws, any offer and sale of a security must be registered with the Securities and Exchange Commission (SEC) and...more
By way of background, pursuant to Section 5 of the Securities Act of 1933 (Securities Act) and state securities laws, any offer and sale of a security must be registered with the Securities and Exchange Commission (SEC) and...more
As we discussed in our February Bulletin, late last year Netflix and its CEO, Reed Hastings, each received a notice from the SEC Staff indicating that the Staff intended to recommend to the SEC that it institute proceedings...more
As many of our readers are well aware, SEC reporting companies are required to maintain internal control over financial reporting to ensure accurate financial statements, and to evaluate the effectiveness of the internal...more
A periodic bulletin keeping small businesses informed about current developments in securities law and related matters.
For the first time, smaller reporting companies are subject, in 2013, to the stockholder advisory...more
A periodic bulletin keeping small businesses informed about current developments in securities law and related matters.
Final Nasdaq Rule -
In our October 2012 Bulletin, we discussed The NASDAQ Stock Exchange LLC’s...more
2/22/2013
/ Certificates of Compliance ,
Compensation Committee ,
Compensation Consultant ,
Compliance ,
Conflicts of Interest ,
Directors ,
Dodd-Frank ,
Executive Compensation ,
Independence Rules ,
Listing Standards ,
Nasdaq ,
Securities and Exchange Commission (SEC)