Securities Exchange Act, Beneficial Owner

New Schedule 13G Accelerated Filing Deadlines Effective September 30, 2024

Skadden, Arps, Slate, Meagher & Flom LLP on 9/9/2024

As we noted in prior client alerts (available here and here), in 2023 the Securities and Exchange Commission (SEC) adopted amendments to its beneficial ownership rules. The amended rules include accelerated filing deadlines...more

The Corporate Transparency Act: Are You Ready?

Dorsey & Whitney LLP on 1/31/2024

On January 1, 2024, new direct reporting requirements to the Financial Crimes Enforcement Network (“FinCEN”), a bureau of the United States Department of the Treasury, became effective – known as the Corporate Transparency...more

SEC Adopts Rule Amendments to Modernize Beneficial Ownership Reporting

White & Case LLP on 10/30/2023

On October 10, 2023, the Securities and Exchange Commission ("SEC") adopted amendments to modernize the rules governing beneficial ownership reporting under Sections 13(d) and 13(g)1 of the Securities Exchange Act of 1934...more

SEC Adopts Amendments to Rules Governing Beneficial Ownership Reporting

Kelley Drye & Warren LLP on 10/27/2023

On October 10, 2023, the Securities and Exchange Commission (the “SEC”) adopted rule amendments (the “Final Rules”) for investors required to file beneficial ownership reports under the Sections 13(d) and 13(g) of the...more

SEC Adopts Amendments to Rules Governing Beneficial Ownership Reporting

Kramer Levin Naftalis & Frankel LLP on 10/26/2023

On Oct. 10, the U.S. Securities and Exchange Commission (SEC) adopted amendments to the rules governing beneficial ownership reporting under Sections 13(d) and 13(g) of the Securities Exchange Act of 1934 (Exchange Act)....more

The SEC Amends Beneficial Ownership Reporting Rules

Davies Ward Phillips & Vineberg LLP on 10/25/2023

On October 10, 2023, the Securities and Exchange Commission (SEC) adopted final amendments to the rules that govern beneficial ownership reporting and provided guidance on the application of those rules. The SEC also...more

SEC Accelerates Filing Deadlines for Beneficial Ownership Reports by 5% Shareholders, and Further Amends and Guides Reporting...

Dorsey & Whitney LLP on 10/24/2023

On October 10, 2023, the Securities and Exchange Commission (“SEC”) approved amendments to the Regulation 13D-G reporting regime for persons who beneficially own more than 5% of a class of securities (“5% Owners”) that is...more

Changing with the Times: SEC Adopts Modernization Changes to Schedule 13D and Schedule 13G Beneficial Ownership Reporting

Bond Schoeneck & King PLLC on 10/24/2023

On Oct. 18, 2023, the U.S. Securities and Exchange Commission (SEC) adopted amendments to the rules governing the reporting of beneficial ownership of securities under Sections 13(d) and 13(g) of the Securities Exchange Act...more

SEC Adopts Amendments to Rules Governing Schedule 13D and Schedule 13G Beneficial Ownership Reporting

Goodwin on 10/23/2023

On October 10, 2023, the US Securities and Exchange Commission (the “SEC”) adopted rule amendments governing beneficial ownership reporting under Sections 13(d) and 13(g) of the Securities Exchange Act of 1934 (the “Exchange...more

SEC Adopts Amendments to Beneficial Ownership Rules

Womble Bond Dickinson on 10/19/2023

On October 10, 2023, the Securities Exchange Commission (SEC) adopted amendments to its rules regarding the reporting of beneficial ownership. The amendments primarily focus on beneficial ownership reporting as required under...more

SEC Adopts Amendments to the Beneficial Ownership Rules

Jones Day on 10/18/2023

In Short - The Background: On October 10, 2023, the U.S. Securities and Exchange Commission (the "SEC") adopted amendments to the rules that govern beneficial ownership reporting for investors, marking the first update to...more

SEC Adopts Amendments to Rules Governing Beneficial Ownership Reporting

Wilson Sonsini Goodrich & Rosati on 10/18/2023

On October 10, 2023, the U.S. Securities and Exchange Commission (SEC) approved final rules amending the beneficial ownership reporting requirements under Sections 13(d) and 13(g) of the Securities Exchange Act of 1934...more

Shorter Schedule 13D and Schedule 13G Filing Deadlines and New Guidance: SEC Adopts Final Rules Amending Beneficial Ownership...

Vinson & Elkins LLP on 10/17/2023

On October 10, 2023, the Securities and Exchange Commission (“SEC”) adopted amendments to the rules governing beneficial ownership1 reporting under Sections 13(d) and 13(g) of the Securities Exchange Act of 1934 (the...more

RIA Regulatory Review - October 2023

Dorsey & Whitney LLP on 10/16/2023

This RIA Regulatory Review highlights certain key regulatory developments affecting investment advisers. Please contact us with any questions on the topics covered below. The SEC Adopts Significant New Rules for Private...more

SEC Amends Rules for Reporting Beneficial Ownership on Schedules 13D and 13G

Morgan Lewis on 10/13/2023

The US Securities and Exchange Commission (SEC) adopted amendments on October 10, 2023 to the rules governing beneficial ownership reporting on Schedules 13D and 13G and provided guidance on the rules’ application. The...more

SEC approves changes to modernize beneficial ownership reporting

Cooley LLP on 10/11/2023

Yesterday, without an open meeting, the SEC adopted rule amendments governing beneficial ownership reporting under Exchange Act Sections 13(d) and 13(g), updating Reg 13D-G to “require market participants to provide more...more

SEC Adopts Final Rules Amending Beneficial Ownership Reporting Requirements

Wilson Sonsini Goodrich & Rosati on 10/11/2023

On October 10, 2023, the U.S. Securities and Exchange Commission (SEC) announced that it adopted final rules amending beneficial ownership reporting requirements under Sections 13(d) and 13(g) of the Securities Exchange Act...more

Protecting Tax Assets – Considering an NOL Rights Plan - UPDATED

Morrison & Foerster LLP on 8/2/2023

A corporation’s net operating losses (NOLs)are important assets that can be used to reduce future taxable income. But certain changes in a corporation’s ownership can significantly reduce the value of those NOLs....more

Spotlight on Investment Advisers, Broker-Dealers and Certain Funds

Katten Muchin Rosenman LLP on 6/23/2023

The Office of Information and Regulatory Affairs recently released the semi-annual, Spring 2023 regulatory agenda (“Agenda”). The Agenda outlines the SEC Chairman’s rulemaking priorities over the next 12 months. The Spring...more

SEC Reporting Obligations Under Section 13 and Section 16 of the Exchange Act

Paul Hastings LLP on 2/13/2023

This legal update summarizes (a) the reporting requirements under Section 13 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), which are generally applicable to persons that own, or exercise investment...more

FinCEN Proposes Form of Report to Collect Beneficial Ownership Information and Application to Obtain FinCEN Identifiers

Goodwin on 1/27/2023

Regulatory Developments - FinCEN Proposes Form of Report to Collect Beneficial Ownership Information and Application to Obtain FinCEN Identifiers - On January 17, FinCEN proposed a form of report to collect beneficial...more

What You Need to Know About the SEC's Final Clawback Rules

Orrick, Herrington & Sutcliffe LLP on 11/3/2022

On October 26, 2022, the Securities and Exchange Commission (“SEC”) adopted final rules, first proposed by the SEC in 2015, requiring the recoupment of erroneously awarded incentive compensation received by current and former...more

FinCEN Issues Final Rule Implementing Corporate Transparency Act Requirement

Holland & Knight LLP on 10/7/2022

The U.S. Department of the Treasury's Financial Crimes Enforcement Network (FinCEN) issued a final rule on Sept. 29, 2022, implementing the beneficial ownership information (BOI) reporting requirement of the Corporate...more

Treasury Issues Final Rule on Disclosure of Beneficial Ownership

Rivkin Radler LLP on 9/30/2022

In an effort to help prevent and combat money laundering, terrorist financing, corruption, tax fraud, and other illicit activity, the United States Department of the Treasury just issued a final rule [RIN: 1506-AB49]. ...more

SEC’s Proposals to Modernize Beneficial Ownership Reporting May Complicate Enforcement of REIT Charter Ownership Limitations

Goodwin on 5/10/2022

On February 10, 2022, the U.S. Securities and Exchange Commission (“SEC”) proposed amendments designed to modernize the rules governing beneficial ownership reporting. Section 13 of the Securities Exchange Act of 1934, as...more

Securities Exchange Act › Beneficial Owner

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