News & Analysis as of

Dodd-Frank Wall Street Reform and Consumer Protection Act General Solicitation Private Placements

The Dodd-Frank Wall Street Reform and Consumer Protection Act is a United States federal statute signed into law on July 21, 2010. The Act was passed in response to the Great Recession of the late 2000s and... more +
The Dodd-Frank Wall Street Reform and Consumer Protection Act is a United States federal statute signed into law on July 21, 2010. The Act was passed in response to the Great Recession of the late 2000s and includes broad reforms related to many aspects of the financial and banking industry. Notable sections of the Act include stricter regulations of the derivatives market, as well as the Volcker Rule, which restricts the trading practices of FDIC-insured institutions.    less -
Partridge Snow & Hahn LLP

SEC Lifts Ban on General Solicitation for Certain Private Offerings

Background - On April 5, 2012, President Obama signed the Jumpstart Our Business Startups Act (the “JOBS Act”) into law. The JOBS Act is intended to “increase American job creation and economic growth by improving...more

Allen Matkins

All The World’s A Stage, But The SEC Isn’t Allowing All Actors To Play Upon It

Allen Matkins on

Every Rule Must Play It’s Part, But This Part Is A Sad One - There is much to dislike in the SEC’s recent “bad actor” rule amendments. While Congress conceived the idea of disqualifying bad actors (Section 926 of the...more

Fenwick & West LLP

Corporate and Securities Alert: SEC Clears Way for General Solicitation in Private Securities Offerings

Fenwick & West LLP on

New regulations approved by the Securities and Exchange Commission (SEC) in July 2013 give companies greater freedom to communicate with potential investors in certain private securities offerings, creating both new...more

Troutman Pepper

Practical Considerations For A Rule 506(c) General Solicitation

Troutman Pepper on

So you want to jump into the fray and take advantage of the new opportunities created by the JOBS Act’s elimination of the ban on general advertising of private placements?...more

Smith Anderson

New Rules May Revolutionize Private Placements: Five Steps You Can Take NOW to be Prepared

Smith Anderson on

The Securities and Exchange Commission (“SEC”) recently took action to implement certain provisions of the Jumpstart Our Business Startups Act (“JOBS Act”) and the Dodd-Frank Wall Street Reform and Consumer Protection Act...more

Baker Donelson

Small Business Securities Bulletin: The Private Placements They Are A-Changin - General Solicitation, Bad Actor Prohibitions and...

Baker Donelson on

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

Polsinelli

SEC Adopts Rule Defining "Bad Actors" Disqualified From Using Rule 506 Of Regulation D To Raise Capital

Polsinelli on

In This Issue: - Covered Persons - Disqualifying Events - The Pre-Effectiveness Event Exclusion - Waivers and Exclusions - Ramifications of Rule 506 Disqualification - Excerpt from Covered...more

Patterson Belknap Webb & Tyler LLP

SEC Adopts JOBS Act Private Placement Provisions: Lifts Ban on General Solicitation and Advertising in Private Placements

On July 10, 2013, the Securities and Exchange Commission (“SEC”) approved by a vote of 4-1 final rules that eliminate the prohibition against general solicitation and advertising in certain private offerings of securities. ...more

Morgan Lewis

SEC Approves General Solicitation in Private Offerings and Proposes Further Regulation D Amendments

Morgan Lewis on

On July 10, 2013, the U.S. Securities and Exchange Commission (SEC) issued a series of three releases — referred to in this White Paper as the General Solicitation Release, the Bad Actors Release, and the Proposing...more

Morrison & Foerster LLP

Private Offerings: Questions that Might Frequently be Asked Sometime Soon

Although the SEC’s final rule relaxing the ban on general solicitation in certain Rule 506 offerings and Rule 144A offerings was highly anticipated, the final rule leaves open or raises a number of interesting questions. ...more

Orrick, Herrington & Sutcliffe LLP

Orrick's Financial Industry Week in Review - July 22, 2013

SEC and EU Supervisory Cooperation for Asset Management Industry - On July 19, the SEC announced that it signed various memoranda of understanding with the financial regulators of 25 member states of the EU and 3...more

Pierce Atwood LLP

New SEC Rule 506(c) - Accredited Investor Verification Requirements

Pierce Atwood LLP on

We recently published a Business Alert regarding the SEC’s adoption of the final rule to lift the ban on general solicitation and advertising in Rule 506 offerings to accredited investors....more

Dickinson Wright

SEC Adopts Long-Awaited Final Rule Removing Ban On General Solicitation In Rule 506 Private Offerings

Dickinson Wright on

On July 10, 2013, the SEC adopted a “game changing” new final rule that lifts an 80-year-old ban on general solicitation and advertising for certain private securities offerings. Previously, investors conducting private...more

Orrick, Herrington & Sutcliffe LLP

SEC Lifts Ban On General Solicitation, Adopts “Bad Actor” Disqualification Rules And Proposes Amendments To Form D Filings

On April 5, 2012, the Jumpstart Our Business Startups Act (the "JOBS Act") was enacted. The stated objective for the JOBS Act is to improve access to the public capital markets for startup and emerging companies and thus...more

Bilzin Sumberg

New SEC Rule Allows General Solicitation Of Investors In Private Placement Offerings

Bilzin Sumberg on

A recent series of changes to Florida’s business laws and regulations are focused on creating and maintaining a competitive commercial climate for Florida companies, positioning the state as a business-friendly environment....more

Morrison & Foerster LLP

Dodd-Frank Update: SEC Adopts Bad Actor Disqualifications for Private Placements under Regulation D

On July 10, 2013, the Securities and Exchange Commission (the “SEC” or “Commission”) adopted amendments to rules promulgated under Regulation D to implement Section 926 of the Dodd-Frank Wall Street Reform and Consumer...more

Bilzin Sumberg

SEC Adopts Rules Lifting Ban On General Solicitation In Private Placement Offerings

Bilzin Sumberg on

The following information concerning new rule amendments just approved yesterday by the Securities and Exchange Commission (SEC) allows companies to engage in general solicitation of investors in private placement offerings....more

Ballard Spahr LLP

SEC Acts To Eliminate Prohibition on General Solicitation and Expand 'Bad Actor' Disqualifications

Ballard Spahr LLP on

The Securities and Exchange Commission (SEC) took long-awaited action on July 10, 2013, to finalize and adopt new rules that eliminate the current prohibition against general solicitation and advertising in certain Rule 506...more

Akerman LLP

SEC Lifts Ban on General Solicitation in Private Placements

Akerman LLP on

The U.S. Securities & Exchange Commission (Commission) adopted rules on July 10, 2013 eliminating the ban on general solicitation and advertising in certain private offerings, as required by Section 201(a)(1) of the Jumpstart...more

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