Ze’-ev Eiger

Ze’-ev Eiger

Morrison & Foerster LLP

Contact  |  View Bio  |  RSS

Latest Publications


SEC Holds Public Meeting on Board Diversity

On October 5, 2016, the SEC Advisory Committee on Small and Emerging Companies held a public meeting to discuss, among other things, board diversity for public companies. As part of the meeting, the National Association of...more

10/17/2016 - Board of Directors Diversity Emerging Growth Companies National Association of Corporate Directors (NACD) Public Meetings SEC Small Business

SEC Proposes Amendment to Shorten Settlement Cycle

On September 28, 2016, the SEC proposed an amendment to Exchange Act Rule 15c6-1(a) in order to shorten the standard settlement cycle from three business days (“T+3”) to two business days (“T+2”) following the applicable...more

10/5/2016 - Broker-Dealer Financial Markets Proposed Amendments SEC Settlement

Commencement of Tick Size Pilot Program

On October 3, 2016, the two-year tick size pilot program, which was proposed by the national securities exchanges and FINRA in June 2014 and approved by the SEC in May 2015, officially commenced. The pilot program is a...more

10/4/2016 - Federal Pilot Programs FINRA SEC Small Cap Stocks Stock Exchange Tick Size

The Financial Choice Act: Implications for the U.S. Securities Legal Framework

On September 13, 2016, the House Financial Services Committee of the United States House of Representatives (the “FSC”) formally released H.R. 5983, the “Financial CHOICE Act” (the “CHOICE Act”). While the CHOICE Act has...more

9/16/2016 - Acquisitions Capital Formation Conflict Mineral Rules Corporate Governance Crowdfunding Disclosure Requirements Dodd-Frank Executive Compensation FHFA Fiduciary Duty Financial Sector Mergers NCUA Overpayment Pay Ratio Popular Private Placements Safe Harbors Small Business Smaller Reporting Companies Title IX Transparency

U.S. Chamber of Commerce’s Center for Capital Markets Competitiveness Publishes Report on Reforming the Capital Markets

On September 12, 2016, the United States Chamber of Commerce’s Center for Capital Markets Competitiveness hosted a webinar to discuss the policy recommendations outlined in its report titled “A Plan to Reform America’s...more

9/14/2016 - Capital Markets Corporate Governance Emerging Growth Companies FASB Financial Reporting FinTech PCAOB SEC U.S. Commerce Department

Introduction of the Empowering Employees through Stock Ownership (EESO) Act

On July 12, 2016, the Empowering Employees through Stock Ownership (EESO) Act (S. 3152) was introduced to the U.S. Senate by Sens. Mark R. Warner (D-VA) and Dean Heller (R-NV). The Act is intended to make it easier for...more

9/12/2016 - Private Company Shares Qualified Restricted Stock Units (RSUs) Startups Stock Ownership Stocks Tax Deferral Tax Liability W-2

Direct-to-Consumer Equity Offerings: Are Loyal Customers Happy Shareholders?

“Direct-to-consumer” offerings enable companies to raise capital directly from their customers, with or without the use of underwriters or other financial intermediaries. Direct-to-consumer offerings have garnered attention...more

9/7/2016 - Capital Raising Common Stock Crowdfunding Dave & Buster's Direct to Consumer Sales Equity Funding Portal Popular Public Offerings Regulation A SEC Shareholders Square T-Mobile

SEC Requests Comments on Regulation S-K Relating to Disclosures on Management, Certain Security Holders and Corporate Governance...

On August 25, 2016, the SEC issued a release requesting comments on certain disclosure requirements under Regulation S-K relating to disclosures on management, certain security holders and corporate governance matters...more

8/29/2016 - Corporate Governance Disclosure Requirements Fixing America’s Surface Transportation Act (FAST Act) Public Comment Regulation S-K SEC

The Role of BDCs in the Middle Market

Business development companies (“BDCs”) provide an important and growing alternative source of capital to small and middle market companies that may not otherwise have access to bank financing....more

8/11/2016 - Business Development Companies Capital Formation DOL ERISA Fiduciary Duty Investment Company Act of 1940 Middle Market SEC

Acquired Fund Fee Expenses and Business Development Companies

The requirement of the Securities and Exchange Commission (the “SEC”) for registered open-end funds to disclose “acquired fund fees and expenses” (“AFFE”) of other funds they invest in, including business development...more

8/4/2016 - Acquisitions Business Development Companies DOL ERISA Fees Fiduciary Duty REIT SEC

SEC Revises C&DI on Selling Securityholder Disclosure

On July 26, 2016, the SEC revised Question 140.02 of its Compliance and Disclosure Interpretations (“C&DIs”) on Regulation S-K, pertaining to selling securityholder disclosure. Revised Question 140.02 states that a...more

7/30/2016 - C&DIs Controlling Stockholders Disclosure Requirements Regulation S-K SEC Sellers Shareholders' Agreements Stock Ownership Stock Sale Agreements Voting Rights

Late-Stage Private Placements: A Life Sciences Sector Survey

As privately held companies choose to remain private longer and defer their initial public offerings (IPOs), these companies are increasingly reliant on raising capital in successive private placements. New categories of...more

7/26/2016 - Dilution Initial Public Offerings Investors JOBS Act Life Sciences Private Placements Right of FIrst Refusal Voting Rights

SEC Approves NASDAQ’s Proposed Rule on Golden Leash Arrangements

On July 1, 2016, the SEC approved NASDAQ’s proposed Rule 5250(b)(3), as amended by Amendment No. 2 filed on June 30, 2016 (the “Final Rule”), requiring NASDAQ-listed companies to publicly disclose third-party compensation...more

7/19/2016 - Board of Directors Disclosure Requirements Executive Compensation Final Rules Golden Leash Arrangements Nasdaq Proxy Statements Publicly-Traded Companies SEC Third-Party Relationships

FINRA Proposes Amendments to Communications Rule to Help Clarify Application to Debt Research Reports

On June 24, 2016, FINRA proposed amendments to its communications rule, Rule 2210, to help clarify the application of Rule 2210 to debt research reports, in light of the new debt research rule, Rule 2242. The implementation...more

6/29/2016 - FINRA Rule 2210

SEC Issues C&DIs for Securities Act Rule 701

On June 23, 2016, the SEC Division of Corporation Finance (the “Division”) issued new Compliance and Disclosure Interpretations (“C&DIs”) for Securities Act Rule 701. The new C&DIs address the exemption for offers and sales...more

6/29/2016 - Acquisitions C&DIs Derivatives Mergers SEC Securities Valuation

Practice Pointers on Shelf Offerings by Business Development Companies

Overview - Business development companies (“BDCs”) are U.S. publicly held investment funds that invest primarily in private and thinly traded public U.S. businesses. BDCs have generally faced capital raising challenges...more

6/28/2016 - Business Development Companies Investment Company Act of 1940 Investment Funds NAV Offerings Publicly-Traded Companies SEC Shelf Registration

SEC Increases Net Worth Threshold for “Qualified Clients” under Rule 205-3 of the Advisers Act

On June 14, 2016, the SEC issued an order (the “Order”) to increase the net worth threshold for “qualified clients” under Rule 205-3 of the Investment Advisers Act of 1940, as amended (the “Advisers Act”), from $2 million to...more

6/28/2016 - Investment Adviser Investment Advisers Act of 1940 SEC Statements of Net Worth Threshold Requirements

SEC Proposes Rules to Update Disclosure Requirements for Mining Registrants

On June 16, 2016, the Securities and Exchange Commission (the SEC) issued a press release proposing rules to modernize disclosures for mining properties (the “Proposed Rules”), currently set forth in Item 102 of Regulation...more

6/22/2016 - CRIRSCO Disclosure Requirements Mining Regulation S-K Resource Extraction SEC Securities Exchange Act

Practice Pointers on Navigating the Securities Act’s Prohibition on General Solicitation and General Advertising

The Jumpstart Our Business Startups Act (the “JOBS Act”) included a measure directing the Securities and Exchange Commission (the “SEC” or “Commission”) to relax the prohibition against general solicitation and general...more

6/20/2016 - Accredited Investors Advertising Capital Raising Final Rules General Solicitation JOBS Act Registration Requirement Regulation D Rule 502 Rule 506 Offerings SEC Securities Act of 1933

D.C. Circuit Court of Appeals Upholds Regulation A+

On June 14, 2016, the D.C. Circuit Court of Appeals in Lindeen v. SEC upheld Regulation A+, including the SEC’s definition of “qualified purchaser.” The decision comes after petitioners William F. Gavin and Monica J....more

6/20/2016 - Appeals Preemption Qualified Purchaser Regulation A SEC Statutory Construction Test Tier 2 Offerings

2016 BDCs & Small Business Capital Formation Forum

On June 28, 2016, Morrison & Foerster LLP, along with the Milken Institute, the U.S. Small Business Administration (SBA) and the Small Business Investment Alliance (SBIA), will be hosting the 2016 BDCs & Small Business...more

6/13/2016 - Business Development Companies Capital Formation Investment Companies SBA SBIA Small Business Small Business Formation

SEC Issues Interim Final Rule Required by the FAST Act Regarding Form 10-K Summary Page

On June 1, 2016, the SEC issued an interim final rule to implement Section 72001 of the Fixing America’s Surface Transportation (FAST) Act, which requires the SEC to issue regulations to permit issuers to submit a summary...more

6/3/2016 - Corporate Issuers Fixing America’s Surface Transportation Act (FAST Act) Form 10-K Interim Rule SEC

Structured Thoughts: News for the financial services community, Volume 7, Issue 6

Structured Notes Offered on an Agency Basis - In our last issue, we discussed the potential impact of the Department of Labor’s new rules on sales of structured products. In that article, we discussed some of the...more

5/31/2016 - Comment Period Debt Deposit Accounts DOL FDIC FINRA Offerings Recordkeeping Requirements Regulation S-K Retirement Plan SEC Structured Financial Products Underwriting

SEC Issues C&DIs and Small Entity Compliance Guides for Crowdfunding

On May 13, 2016, the SEC issued new Compliance and Disclosure Interpretations (“C&DIs”) on Rules 100 (Crowdfunding Exemption and Requirements), 201 (Disclosure Requirements), 204 (Advertising) and 205 (Promoter Compensation)...more

5/26/2016 - C&DIs Crowdfunding Funding Portal SEC Small Entity Compliance Guide

FINRA Proposes Amendments to its New Debt Research Rule

On May 24, 2016, FINRA proposed amendments to its new debt research rule (Rule 2422). The amendments are intended to clarify Rule 2422 in four respects: (1) the consent requirement for institutional debt research reports...more

5/26/2016 - Debt Debt Securities Disclosure Requirements Equity Research Rule FINRA Foreign Investment Market Research Non-US Entities Offerings

70 Results
View per page
Page: of 3

"My best business intelligence, in one easy email…"

Your first step to building a free, personalized, morning email brief covering pertinent authors and topics on JD Supra:

Sign up to create your digest using LinkedIn*

*By using the service, you signify your acceptance of JD Supra's Privacy Policy.

Already signed up? Log in here

*With LinkedIn, you don't need to create a separate login to manage your free JD Supra account, and we can make suggestions based on your needs and interests. We will not post anything on LinkedIn in your name. Or, sign up using your email address.