Securities Exchange Act Securities & Exchange Commission

The Securities Exchance Act is a United States federal statute enacted in 1934 to govern the secondary securities trading market. In addition, the Securities Exchange Act established the Securities and Exchange... more +
The Securities Exchance Act is a United States federal statute enacted in 1934 to govern the secondary securities trading market. In addition, the Securities Exchange Act established the Securities and Exchange Commission (SEC), which is the primary regulatory agency enforcing federal securities laws. less -
News & Analysis as of

Update: Another SEC Enforcement Action on Whistleblower Waivers and Releases

Summary - Earlier this month, the U.S. Securities and Exchange Commission (SEC) announced its second significant enforcement action against an employer based on confidentiality and release provisions that the SEC asserts...more

SEC Targets Employment Agreements Requiring Waiver of Whistleblower Awards

The SEC’s Office of the Whistleblower continues to examine employee severance, settlement and confidentiality agreements for language that might chill reporting of securities violations to the SEC and other regulators. The...more

Public Companies to Revise Employee Confidentiality and Severance Provisions

The Securities and Exchange Commission (“SEC”) issued two Cease and Desist Orders that dramatically change the landscape for employee contractual confidentiality provisions, as well as for employee waiver and release...more

Standard Severance Agreements May Need to Be Revised

Many employers offer severance agreements to departing employees which, at least in part, are designed to protect the employer from disclosures of confidential information and from any future claims or recovery by the...more

SEC Continues To Scrutinize Separation Agreements

On August 16, 2016, the SEC announced that Health Net Inc. (Company) agreed to pay a $340,000 penalty to settle charges that it violated Rule 21F-17 by using severance agreements that allegedly prohibited its employees from...more

SEC Continues to Target Employer Agreements Restricting Whistleblower Rights

The U.S. Securities and Exchange Commission (“SEC” or the “Commission”) recently announced the settlement of two cease-and-desist proceedings against employers alleged to have unlawfully restricted employees’ rights to engage...more

Public Company Sanctioned by SEC for Including Illegal Anti-Whistleblower Provisions in Severance Agreements

In a speech on April 30, 2015. Securities and Exchange Commission (SEC) Chair Mary Jo White noted that... Please see full Advisory below for more information....more

SEC Files Another Action To Protect Whistleblowers

Undermining the protections of Exchange Act Section 21E which protect whistleblowers was the subject of a recent, settled enforcement action. Now the Commission has brought a similar action, again centered on provisions in...more

SEC Halts Scheme By IM Who Bilked Off-Shore Investment Manager

It can happen to anybody. The SEC has brought what seems like an almost endless string of investment fund and offering fraud actions. Typically small, unsophisticated investors, often known to the fraudster, are targeted with...more

SEC Fines Company for Agreements Restricting Whistleblowers

The SEC has fined an Atlanta company $265,000 for using various severance agreements restricting whistleblower activities. The Dodd-Frank Act added ’34 Act § 21F encouraging whistleblower programs....more

SEC Penalizes Company For Severance Language Purportedly Impeding Complaints

On August 10, 2016, the SEC announced that BlueLinx Holdings Inc. (Company) is settling charges that it violated Rule 21F-17 by requiring outgoing employees to waive whistleblower bounty awards in connection with severance...more

Severance Agreements Violate SEC Whistleblower Provisions

The SEC has a robust whistleblower program which is considered an important adjunct to its enforcement efforts. To that end the Commission has participated in whistleblower cases as an amicus and brought actions regarding...more

SEC Bounty Hunters Take Heart: SEC Fines Company $265,000 for Using Severance Agreements That Provided a Waiver of any Monetary...

Wednesday, the SEC announced that an Atlanta-based company, BlueLinx Holdings, is settling charges that its severance agreements contained provisions that in its view might impede employees from communicating directly with...more

ALJs are A-OK: D.C. Circuit Upholds Constitutionality of SEC In-House Courts

In several recent decisions we have covered, Federal Circuit Courts have unanimously ruled that respondents in an SEC enforcement action cannot bypass the Exchange Act’s review scheme by filing a collateral lawsuit in federal...more

SEC Adopts Payment Disclosure Rules for Companies Engaged in Resource Extraction

The U.S. Securities and Exchange Commission (the “SEC”) has adopted new rules which require “resource extraction issuers” to disclose annually the type and amount of payments that they (or their subsidiaries or entities under...more

SEC Adopts Payment Disclosure Rules for Resource Extraction Issuers

On June 27, 2016, the U.S. Securities and Exchange Commission (“SEC”) adopted Rule 13q-1 under the Securities Exchange Act of 1934 (the “Exchange Act”) and amendments to Form SD (Specialized Disclosure Report) (See SEC...more

SEC & MSRB’s Pay-to-Play Rule: “Governing Games - Mocking, Part 2”

This SRO gamesmanship is making a mockery of governing. The latest is the SEC’s position that it didn’t take any action on the new MSRB Rules extending pay-to-play prohibitions to municipal advisors, so it can’t be sued...more

2016 Mid-Year Securities Litigation and Enforcement Highlights

Welcome to the 2016 Mid-Year Report From the BakerHostetler Securities Litigation and Regulatory Enforcement Practice Team. The purpose is to provide a periodic survey, apart from our team Executive Alerts, on matters...more

SEC Approves Nasdaq’s Proposed Rule on Third Party Payments to Directors and Director Nominees – The “Golden Leash” Disclosure

On July 1, 2016, the Securities and Exchange Commission (the “SEC”) approved, on an accelerated basis, proposed amendments to the listing rules of The Nasdaq Stock Market LLC (“Nasdaq”) to require Nasdaq-listed companies to...more

A Ponzi Scheme Where One Investor Directly Paid Another

In the typical Ponzi scheme unscrupulous individuals induce investors to part with their cash based on a series of misrepresentations about the proposed investment. The investor money is then in part misappropriated and in...more

The “Fix Crowdfunding Act” – What It Fixes And What It Doesn’t Fix

In early June, the U.S. House of Representatives, Financial Services Committee, approved the “Fix Crowdfunding Act” bill (or HR 4855). Maybe it’s the title of the bill that is misleading, but since then I have seen multiple...more

SEC Settles Insider Trading Action With Corporate Controller

The Commission filed another settled insider trading action. The case centered on a tender offer by Koch Industries, Inc. for Oplink Communications, Inc., announced before the market opened on November 19, 2014. Following the...more

SEC Resolves FCPA Action With LAN Airlines

The SEC resolved another FCPA action centered on the entry of LAN Airlines S.A. into Argentina. Previously, the Commission settled with the CEO of the company who agreed to the entry of a cease and desist order based on...more

Lowndes Attorneys Obtain Favorable Rulings for Court-Appointed Receiver

Orlando, FL–Lowndes, Drosdick, Doster, Kantor & Reed, P.A. is pleased to announce that shareholder, Richard Dellinger, and appellate attorney, Jennifer R. Dixon, prevailed in defending a client appointed to serve as a...more

SEC Eases Regulatory Burden for Listing Actively Managed ETFs

The Securities and Exchange Commission took a step toward streamlining the approval process for actively managed ETFs last week by approving rule proposals from two securities exchanges....more

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