As mandated by the JOBS Act, the Securities and Exchange Commission issued on August 29, 2012 proposed rules to eliminate the prohibition against general solicitation and general advertising in Rule 506 of Regulation D under the Securities Act of 1933. The proposed rules would also amend Rule 144(d)(1) under the Securities Act of 1933 to provide that securities may be offered pursuant to Rule 144A to persons that do not satisfy that rule’s definition of “qualified institutional buyer” so long as such securities are sold only to persons that are, or that the seller reasonably believes are, qualified institutional buyers.

Partner Bertrand Fry, Co-Chair of Pryor Cashman’s Investment Management Group, and associate David Parsly have authored the Legal Update entitled "SEC Proposes Rules Effecting the JOBS Act's Elimination of the General Solicitation Ban in Private Offerings."