From Court to Code: Smart Contracts and Arbitration
Episode 335 -- The New DOJ Whistleblower Program
Navigating Emerging Privacy Issues in Financial Services — The Consumer Finance Podcast
Implications of the SEC Cybersecurity Disclosure Rule
Corruption, Crime and Compliance: SEC Suffers Dismissal of Claims in Solarwinds Securities Fraud Case
Episode 334 -- District Court Dismisses Bulk of SEC Claims Against Solarwinds
The Woody Report: The Solar Winds Dismissal
In That Case: Securities and Exchange Commission v. Jarkesy
Corruption, Crime and Compliance: Deep Dive into The SEC’s Settlement with R&R Donnelly on Cybersecurity Controls
Episode 332 -- Deep Dive into SEC’s Internal Controls and Cybersecurity Settlement with R&R Donnelly
The Justice Insiders Podcast: Jarkesy’s Implications for the Administrative State
DE Under 3: OFCCP Must Shut Down its Administrative Court Prosecutions as a Result of SCOTUS’ SEC Jury Trial Case Decision
Dogecoin’s Day in Court
Unpacking the Lummis-Gillibrand Payment Stablecoin Act: Implications for the Digital Asset Industry — The Crypto Exchange Podcast
Podcast: Is Cryptocurrency a Security (like an orange grove)?
Navigating the Regulatory Waters: The SEC's Wells Notice to Uniswap and its Impact on DeFi — The Crypto Exchange Podcast
Will Resiliency Carry the Digital Asset Sector Through 2024: Federal Legislative Developments and OFAC Consent Orders — The Crypto Exchange Podcast
Compliance into the Weeds: The WACKO Enforcement Action Involving BF Borgers
Meeting the Proposed SEC Climate Disclosure Requirements
Understanding the Whistleblower Pilot Program in the Southern District of New York
We have separately discussed the common exemptions from registration of a fund manager with the Securities and Exchange Commission (SEC) as an investment adviser and from registration with the Commodity Future Trading...more
On March 8, 2024, the U.S. Court of Appeals for the Second Circuit reversed and remanded a District Court decision that dismissed all claims by plaintiff crypto investors against Binance, an international electronic exchange...more
On August 24, 2023, the United States Court of Appeals for the Second Circuit affirmed a decision by the United States District Court for the Southern District of New York dismissing claims brought under state securities laws...more
This Memorandum is intended to remind you of certain U.S. annual requirements that may be applicable to your business and is divided into five sections. All investment advisers (whether or not registered with the Securities...more
Securities laws vary by state and typically require issuers to register their offerings and provide financial details of the deal and the entities involved. Blue Sky laws are anti-fraud security statutes that can be...more
The United States represents a large source of potential capitalthat non-U.S. fund managers often find impossible to ignore. To assist non-U.S. fund managers, we have prepared a checklist that sets out key considerations for...more
An initial public offering (IPO) is a crucial time in the life of a company and its stakeholders. Initial investors, employees, and executives can profit from the public listing, and the company can raise additional capital....more
Issuers will likely hesitate to use some of the new changes — including the new “demo days” and “testing-the-waters” communications — due to limitations on those activities under other laws, including the Investment Company...more
In structuring a UK scheme of arrangement that involves the restructuring of existing securities and/or the offer of new securities, due consideration must be given to the relevant US securities laws and registration...more
On October 1, 2020, the Securities and Exchange Commission (“SEC”) made substantial waves when it published a Cease and Desist Order (“Cease and Desist Order”) regarding the Great Plains Trust Company (“GPT”) that primarily...more
On May 22, 2020, Judge Paul G. Gardephe of the United States District Court for the Southern District of New York dismissed a complaint asserting claims under state blue-sky laws as well as common-law claims against financial...more
Kestra Investment Services LLC (“Kestra”) was fined $125,000 by FINRA for sharing personal customer data with a third-party vendor. Kestra had engaged the vendor to assist newly hired brokers with the transfer of customer...more
If your company plans to raise money by selling stock or convertible notes (also known as “securities”), then your company must comply with federal and state securities laws. If not, the company and its promoters could become...more
The Securities and Exchange Commission (SEC) adopted final rules to allow reporting companies to rely on the Regulation A exemption to conduct securities offerings of up to $50 million in a 12-month period without Securities...more
Recently, I came across a very helpful table on the SEC's website. The table illustrates which offerings exempt from Section 5 of the Securities Act may be subject to state registration or qualification requirements...more
The Economic Growth, Regulatory Relief, and Consumer Protection Act (S. 2155), which is primarily aimed at easing regulations on community banks, also contains provisions designed to facilitate capital formation. President...more
Unbundling research and execution costs for money managers subject to MiFID II means that US broker-dealers can expect to receive hard dollars or other separately identified payments for research, at least from EU managers....more
What is Crowdfunding? Crowdfunding is a marketing tool that businesses use to obtain capital from a large number of individuals, typically over the Internet....more
The ICO boom in 2017 brings with it questions of jurisdiction and compliance, and a need for further guidance - The benefits of ICOs in raising capital, as well as in providing a marketing push for a new business model,...more
Last October the Securities and Exchange Commission adopted amendments to Rule 147 to modernize the safe harbor under Section 3(a)(11) and a new intrastate offering exemption, Rule 147A. See Will New Rule 147A Lead To A...more
Dear clients and friends, We present our traditional year-end issue of Snell & Wilmer’s Corporate Communicator to help you prepare for the upcoming annual report and proxy season. This issue highlights SEC reporting and...more
On October 26, 2016, the SEC amended Rule 504 of Regulation D under the Securities Act of 1933 (the “Securities Act”) to increase the maximum amount of securities that may be sold thereunder in any 12-month period from $1...more
Earlier today, the U.S. House of Representatives passed the Accelerating Access to Capital Act aimed at facilitating the formation of capital for U.S. small businesses. The measure is a package of three bills: H.R. 4850 –...more
On June 6, 2016, the OTC Markets Group Inc., the entity operating three major over-the-counter marketplaces (“OTC”), submitted a rulemaking petition to the SEC. The petition asked the SEC to amend Regulation A+ to allow...more
Who’s afraid of New York’s Martin Act? Right now, a lot of Wall Street and energy industry companies, that’s who. Why are they concerned about the Martin Act? Because it grants the New York State Office of the Attorney...more