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Offerings Regulation D

Mayer Brown Free Writings + Perspectives

Private Capital and Exempt Offering Trends in SEC OASB Report

In its Annual Report (the “Report”), the Securities and Exchange Commission’s Office of the Advocate for Small Business Capital Formation (OASB) provides data on the reliance by private and public companies on exempt...more

Mayer Brown Free Writings + Perspectives

Bad Actor Disqualification Provisions of Regulation A, Regulation CF and Regulation D

Overview - Section 926 of the Dodd-Frank Wall Street Reform and Consumer Protection Act (“Dodd-Frank”) requires the Securities and Exchange Commission (“SEC”) to adopt rules that would make the exemption from registration...more

Kilpatrick

Securities Offerings Involving Interests in Real Estate Left Out of New York’s Reg D Modernization

Kilpatrick on

In December 2020, New York adopted new rules to update its blue sky securities registration requirements as part of an ongoing effort to “streamline and enhance the oversight of the securities industry in New York,” modernize...more

McDermott Will & Emery

SEC Amends Exempt Offering Framework

McDermott Will & Emery on

On November 2, 2020, the Securities and Exchange Commission (SEC) voted to amend the framework for exempt offerings under the Securities Act of 1933, as amended (Securities Act). The amendments generally establish a new...more

Ballard Spahr LLP

SEC Rule Amendments Aim to Improve Exempt Offering Framework

Ballard Spahr LLP on

Summary - Recent Securities and Exchange Commission rule amendments for exempt offerings are intended to harmonize registration exemptions to eliminate complexity and facilitate access to capital and investment—while...more

Morrison & Foerster LLP

U.S. SEC Adopts Amendments Harmonizing The Exempt Offering Framework

Morrison & Foerster LLP on

On November 2, 2020, the U.S. Securities and Exchange Commission (SEC) voted to amend its rules to harmonize, simplify, and improve the exempt offering framework. The SEC believes that these amendments will promote capital...more

Pillsbury Winthrop Shaw Pittman LLP

SEC Adopts Amendments to Exempt Offering Rules

On November 2, 2020, the Securities and Exchange Commission (SEC) adopted amendments to its exempt offering rules, including Regulation D and Regulation A (Amendments). Many of the Amendments largely harmonize the existing...more

Steptoe & Johnson PLLC

SEC Securities Act Rules Simplified, Improved

Steptoe & Johnson PLLC on

The SEC amended the rules under the Securities Act of 1933 ("Act") to simplify, harmonize, and improve certain aspects of the exempt offering framework in order to promote capital formation while preserving or enhancing...more

Fenwick & West LLP

SEC Adopts Amendments Facilitating Opportunities for Access to Additional Capital

Fenwick & West LLP on

The U.S. Securities and Exchange Commission has issued a release adopting amendments (“final rules”) to certain of its rules relating to exemptions from registration under the Securities Act of 1933 (Securities Act). The...more

Whitman Legal Solutions, LLC

SEC Changes Disclosure Requirements for Rule 506(b) Offerings

On November 2, 2020, the Securities and Exchange Commission (SEC) amended several rules to harmonize requirements for exempt offerings, which will be effective in 2021 (60 days after publication in the Federal Register). The...more

Farrell Fritz, P.C.

Significant Exempt Offering Rule Reforms Approved by SEC to Facilitate Capital Formation

Farrell Fritz, P.C. on

On November 2, 2020, the SEC adopted significant rule amendments to simplify, harmonize and improve the exempt offering framework to facilitate capital formation and investment opportunities in startups and emerging...more

BCLP

SEC Modernizes Framework for Exempt Offerings

BCLP on

In another 3-2 vote, on November 2, 2020 the SEC approved significant amendments to the framework for exempt offerings intended to harmonize and simplify the framework for exempt offerings under the Securities Act of 1933. ...more

Hinshaw & Culbertson LLP

SEC Proposes Rule Changes Relating to Exempt Offerings Which Would Include Increases to Offering Limits

On March 4, 2020, the SEC proposed a set of amendments designed to simplify and improve the exempt offering framework. The SEC's stated goal is to make it easier for issuers to access the capital markets and to provide...more

Foley Hoag LLP - Public Companies & the Law

SEC Proposes Amendments to Offering Exemptions

On March 4, 2020, the SEC proposed amendments to existing exemptions from the registration requirements under the Securities Act of 1933 to simplify, harmonize, and improve the existing regulatory framework and to promote...more

Kramer Levin Naftalis & Frankel LLP

SEC Proposes Rule Changes to Improve Private Placement Rules

On March 4, the Securities and Exchange Commission (the Commission) proposed a set of amendments to the rules and regulations under the Securities Act of 1933, as amended (the Securities Act), to simplify, harmonize and...more

Cooley LLP

Blog: SEC posts proposal to harmonize private securities offering exemptions

Cooley LLP on

As seems to be common practice these days, the SEC cancelled its open meeting scheduled for yesterday morning and instead went ahead and posted its proposal to amend the rules to harmonize and simplify the framework for...more

Fox Rothschild LLP

SEC’s Proposed Rule Change Would Increase Exempt Offering Limits

Fox Rothschild LLP on

The Securities and Exchange Commission (SEC) has proposed increasing maximum limits for certain exempt offerings, a move that will come as welcome news to the leaders of emerging companies and startups, as well as more...more

Farrell Fritz, P.C.

Proposed Expansion of “Accredited Investor” Definition Would Benefit Issuers and Investors

Farrell Fritz, P.C. on

The Securities and Exchange Commission is proposing to expand the definition of “accredited investor” to include additional entities that could bear the economic risks of investment and certain financially sophisticated...more

Orrick - On the Chain

Fraud is Fraud – Sales of Unregistered Digital Securities Resemble Classic Microcap Fraud

Orrick - On the Chain on

A Complaint filed by the SEC in the Southern District of New York last week reminds us that in the area of securities law violations there is not much new under the sun. Even though the action against Eran Eyal and...more

Farrell Fritz, P.C.

Telegram TRO Sends Strong Message to Digital Token Issuers

Farrell Fritz, P.C. on

On October 11, 2019, the Securities and Exchange Commission (the “Commission”) announced it filed a complaint and obtained a temporary restraining order against Telegram Group Inc. and its wholly-owned subsidiary TON Issuer...more

Eversheds Sutherland (US) LLP

In tune with the SEC - staff continues dialogue on harmonizing private exemptions

On June 18, 2019, the Securities and Exchange Commission (the “SEC”) issued a concept release (the “Release”) on ways to “simplify, harmonize, and improve the exempt offering framework to expand investment opportunities while...more

Dechert LLP

SEC Publishes Concept Release on Harmonization of Securities Offering Exemptions; Comment Deadline Approaching

Dechert LLP on

The U.S. Securities and Exchange Commission published a concept release on June 18, 2019 (Release), seeking public comment “on ways to simplify, harmonize, and improve” the framework for exemptions from registration under the...more

White & Case LLP

SEC: Time to revamp securities offering exemptions

White & Case LLP on

SEC is seeking public comments in its concept release in an effort to simplify, harmonize and improve the existing exempt offering framework. On June 18, 2019, the Securities and Exchange Commission (the “SEC” or the...more

Farrell Fritz, P.C.

SEC Exempt Offering Concept Release Seeks Comment on Ideas to Ease Restrictions on Non-Accredited Investors

Farrell Fritz, P.C. on

Non-accredited investors are estimated to constitute approximately 92% of the U.S. population. Yet restrictive rules governing exempt offerings have significantly limited their freedom to invest in private offerings and...more

Mayer Brown Free Writings + Perspectives

SEC Issues Concept Release on Harmonization of Securities Offering Exemptions

On June 18, 2019, the US Securities and Exchange Commission (SEC) issued a concept release soliciting “comment on possible ways to simplify, harmonize, and improve the exempt offering framework to promote capital formation...more

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