News & Analysis as of

Threshold Requirements Registration Requirement

Proskauer Rose LLP

Proskauer's Hedge Start: When Is SEC Registration Necessary?

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An initial question faced by any manager launching a hedge fund is whether or not registration as an investment adviser with the U.S. Secutiries and Exchange Commission (SEC) under the Investment Advisers Act of 1940, as...more

Wilson Sonsini Goodrich & Rosati

SEC Proposes Welcome Changes to Rule 701 and Form S-8

The U.S. Securities and Exchange Commission (SEC) recently proposed for comment amendments to Rule 701 and Form S-8 to address the major changes that have taken place in recent years in companies' compensation practices and...more

Morgan Lewis

Global Immigration Updates: Asia, the Americas, Europe, and More

Morgan Lewis on

Recent developments regarding immigration across the globe include changes to temporary and permanent resident application procedures in Canada, an increase in the minimum salary for S Pass applicants in Singapore, and the...more

A&O Shearman

SEC Proposes Modifications to Cross-Border Application of Security-Based Swaps Regime

A&O Shearman on

The Securities and Exchange Commission (SEC) continues to take steps toward implementation of its security-based swap (SBS) dealer registration framework. A particular area of concern for market participants has been how the...more

Jones Day

Rule 701–A Time for Change?

Jones Day on

Rule 701 Prior to Amendment: Reliance on Securities Act Rule 701, a securities registration exemption for non-reporting issuers with respect to equity awards granted pursuant to a written compensatory plan, required special...more

Wilson Sonsini Goodrich & Rosati

SEC Amends Rule 701 to Increase Rule 701 Disclosure Threshold to $10 Million - SEC Also Issues Concept Release Seeking Public...

In a previous WSGR Alert, we noted a mandate under the Economic Growth, Regulatory Relief, and Consumer Protection Act which directed the U.S. Securities and Exchange Commission (the SEC) to raise the applicable threshold...more

Nossaman LLP

Clean Politics Act Of 2018 - Bill Would Cut Fundraising By Lobbyists And Reveal More Lobbying Activity

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On July 25, 2018, Senator Michael Bennett (D-CO) and Representative John Sarbanes (MD-3) announced the, “Curtailing, Lobbyists and Empowering Americans for a New (CLEAN) Politics Act of 2018.”...more

Womble Bond Dickinson

Rule 701 Additional Disclosure Threshold Raised To $10m; SEC Solicits Comments To Modernize Compensatory-Related Offerings Under...

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Last week, the U.S. Securities and Exchange Commission (the “SEC”) (i) approved the increase of the threshold at which private companies must provide financial disclosures in private company compensatory Rule 701 offerings...more

Hogan Lovells

U.S. federal regulators propose making permanent threshold for swap dealer registration potentially benefitting energy companies...

Hogan Lovells on

Pursuant to regulations promulgated under the Dodd-Frank Act, entities that make a market in swaps, hold themselves out as dealers in swaps or regularly enter into swaps for their own accounts are required to register as swap...more

Pillsbury Winthrop Shaw Pittman LLP

A New Era in Compensatory Equity Offerings?

SEC increases Rule 701(e) disclosure threshold to $10 million, effective immediately, and explores revamp of Rule 701 and Form S-8. The final rule increasing the Rule 701(e) disclosure threshold to $10 million leaves open...more

Locke Lord LLP

SEC Amends Rule 701 To Increase Disclosure Threshold And Seeks Comment On Further Changes For Compensatory Awards

Locke Lord LLP on

On July 18, the Securities and Exchange Commission adopted an amendment to Rule 701 increasing the threshold that triggers the Rule’s disclosure requirements. As background, Rule 701 provides an exemption from the...more

Fenwick & West LLP

SEC Increases Rule 701 Disclosure Threshold and Issues Concept Release Regarding Modernization of Compensatory Securities...

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Increased 701 Disclosure Threshold - The U.S. Securities and Exchange Commission unanimously voted on July 18 to adopt final amendments to Rule 701, which provides private companies an exemption from registration for...more

Skadden, Arps, Slate, Meagher & Flom LLP

SEC Eases Disclosure Threshold Under Rule 701

On July 18, 2018, the Securities and Exchange Commission (SEC) amended Rule 701(e) of the Securities Act of 1933 (Securities Act), as mandated by the Economic Growth, Regulatory Relief, and Consumer Protection Act. The...more

Sullivan & Worcester

SEC amends Rule 701 and solicits comments on ways to modernize offerings pursuant to compensatory arrangements

Sullivan & Worcester on

The SEC today issued final rules to amend Securities Act Rule 701, which provides an exemption from registration for securities issued by private companies pursuant to compensatory arrangements, such as equity plans. As...more

Orrick, Herrington & Sutcliffe LLP

Senate Passes Increase to Rule 701 Limit

On September 12, 2017, the Senate passed the Encouraging Employee Ownership Act of 2017 (H.R. 1343) which directs the SEC to revise Rule 701 of the Securities Act of 1933 (the "Securities Act") to increase the threshold that...more

Orrick - Finance 20/20

Commission Approves an Order Regarding Swap Dealer Registration De Minimis Exception

Orrick - Finance 20/20 on

On October 13, 2016, the U.S. Commodity Futures Trading Commission extended until December 31, 2018, the $8 billion swap dealer registration de minimis threshold. Unless it is further modified, the threshold will become $3...more

Skadden, Arps, Slate, Meagher & Flom LLP

"CFTC Proposes Rules to Count Cross-Border Swaps for Swap-Dealer Thresholds and Other Requirements"

The CFTC’s newly proposed rules on cross-border transactions address which swap activities affect swap-dealer thresholds and trigger transaction-level swap requirements. These are the latest in a series of CFTC rulemakings,...more

Stinson - Corporate & Securities Law Blog

CFTC Chief Supports Extension of Swap Dealer De Minimis Exemption

Under current CFTC rules, market participants who exceed $8 billion in gross notional swap dealing activity over a twelve-month period are required to register with the CFTC as swap dealers during the phase-in period...more

Cadwalader, Wickersham & Taft LLP

CFTC Staff Issues Final Swap Dealer De Minimis Exception Report

On August 15, 2016, Staff of the U.S. Commodity Futures Trading Commission (“CFTC”) published a final report regarding the de minimis exception from swap dealer registration (“Staff De Minimis Report”).  The Staff De Minimis...more

Skadden, Arps, Slate, Meagher & Flom LLP

"SEC Finalizes Registration Rules for Security-Based Swap Entities"

On August 5, 2015, the Securities and Exchange Commission (SEC) adopted final registration rules for security-based (SB) swap dealers and major SB swap participants (collectively SBS Entities). Concurrently, the SEC also...more

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