News & Analysis as of

Underwriting Disclosure Requirements

Bradley Arant Boult Cummings LLP

FHA Changes its Defect Taxonomy for Originators and Services

Over the past month, the Federal Housing Administration (FHA) has enacted and proposed several changes to its Defect Taxonomy. The Defect Taxonomy is contained in Appendix 8 to FHA Handbook 4000.1. The Defect Taxonomy was...more

Mintz - Securities & Capital Markets...

Recent SEC Rules and Guidance Impose New Obligations on SPACs and Reverse Mergers

On January 24, 2024, the US Securities and Exchange Commission (SEC) adopted final rules relating to special purpose acquisition companies (SPACs) and other shell companies. The new rules are effective on July 1, 2024....more

Pillsbury Winthrop Shaw Pittman LLP

SEC Adopts Long-Anticipated Rules for SPACs: Considerations for Market Participants and SEC Enforcement Objectives in the New...

The rules, originally proposed in March 2022, realign disclosures, marketing practices and other obligations in de-SPAC transactions more closely with traditional IPOs and add increased risk and uncertainty for market...more

Skadden, Arps, Slate, Meagher & Flom LLP

PRA Announces Final Adjustments to ‘Solvency UK’ Rules and Consults on Requirements for ‘Solvent Exit’ Plans

As discussed in our previous updates, in June 2020 the UK government announced a wide-ranging review of the Solvency II framework in the UK, aimed at reforming the insurance regulatory framework inherited from the EU given...more

Holland & Knight LLP

A Summary and Early Analysis of SEC Final SPAC Rules

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By vote of 3 to 2, the U.S. Securities and Exchange Commission (SEC or Commission) on Jan. 24, 2024, adopted new rules and amendments (SPAC Rules) pertaining to special purpose acquisition companies (SPACs), with the stated...more

BCLP

SEC Adopts Tough New Rules for SPACS: New Guidance for All Companies on Projections

BCLP on

On January 24, 2024, the SEC approved by a 3-2 vote new rules to substantially change the disclosure and liability regime governing SPACs, including de-SPAC transactions, or “SPAC target IPOs” as referred to by Chairman...more

Latham & Watkins LLP

SEC Adopts Rules and Guidance on SPACs

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On January 24, 2024, the SEC adopted rules and guidance to impose a variety of new requirements on SPACs. The effective date of the rules is 125 days after publication in the Federal Register, an unpredictable process that...more

Goodwin

SEC Adopts New Rules Applicable to SPACs, Shell Companies and Projections

Goodwin on

We previously noted in our March 31, 2022 alert that the U.S. Securities and Exchange Commission (SEC or Commission) held an open meeting on March 30, 2022 to consider proposed rules and amendments regarding special purpose...more

Vinson & Elkins LLP

SEC Approves Final SPAC Rules

Vinson & Elkins LLP on

On January 24, 2024, the U.S. Securities and Exchange Commission (“SEC”) approved final rules relating to special purpose acquisition companies (“SPACs”). The final rules follow the SEC’s issuance of proposed rules on March...more

Stikeman Elliott LLP

OSC Approves Permanent Exemption from Underwriting Conflicts Disclosure Requirements for Foreign Private Placements

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The Ontario Securities Commission (“OSC”) recently made proposed OSC Rule 33-509 Exemption from Underwriting Conflicts Disclosure Requirements (the “Rule”) to provide a permanent exemption in Ontario from the underwriting...more

Kennedys

Underwriters, are you ready for the new rules governing private funds advisors?

Kennedys on

Private equity firms are facing increased disclosure requirements and new restrictions on giving certain investors special treatment. Are current market policies sufficient to limit exposure in this new environment?...more

Cadwalader, Wickersham & Taft LLP

NYC Comptroller and Pension Funds Advocate for Banks to Establish Interim Absolute GhG Emissions Targets

On January 2, the New York City (NYC) Comptroller, Brad Lander, the NYC Employees’ Retirement System, the NYC Teachers’ Retirement System, and the NYC Board of Education Retirement System, announced that they had submitted...more

Ballard Spahr LLP

SEC Brings First Charges Against Muni Market Underwriters Alleging Failure to Meet Requirements for Limited Offering Disclosure...

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Summary - The Securities and Exchange Commission (SEC) recently announced enforcement proceedings against four municipal market underwriters for alleged violations of municipal bond disclosure requirements. Three of the...more

Orrick, Herrington & Sutcliffe LLP

A Teachable Moment: Latest SEC Enforcement Actions Remind Underwriters of Limited Offering Exemption’s “Reasonable Belief”...

In an unprecedented move, the Securities and Exchange Commission (the “SEC”) recently filed litigation against one underwriter of municipal securities and announced settlements with three others. The litigation and...more

Holland & Knight LLP

Writing on the Wall for SPAC Underwriters? New SEC Rule Increases Exposure and Risks

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Last week, Holland & Knight's experienced Corporate, M&A and Securities Team dove into the details of the SEC's recent rule proposal covering enhanced disclosures for SPACs and de-SPAC transactions. As detailed in the post,...more

Stikeman Elliott LLP

OSC Extends Exemption From Underwriting Conflict Disclosure Requirements for Foreign Private Placements

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On March 1, 2022, the Ontario Securities Commission (OSC) made an order extending the blanket relief issued in February 2021 that provides an exemption from underwriting conflicts disclosure requirements for foreign private...more

Foley & Lardner LLP

New Freddie Mac Underwriting Guidelines for Condominium and Cooperative Projects

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If you develop or manage condominium or cooperative projects, you need to be aware of new Freddie Mac underwriting requirements - Freddie Mac has promulgated new temporary underwriting requirements for mortgages secured...more

ArentFox Schiff

LIBOR Transition: (Bet You Didn't Know) Municipal Advisors’ and Underwriters’ Duties

ArentFox Schiff on

Municipal advisors, as well as other regulated entities, should be aware of their general obligations under Federal securities laws and MSRB Rules when formulating advice about securities or products, in particular if it...more

McDermott Will & Emery

Climate Change Risks and US Insurance Industry Regulation

In late November 2020, we published a high-level review of insurance regulatory developments relating to climate change, available here. In the six weeks since, regulators and industry participants on both sides of the...more

American Conference Institute (ACI)

[Virtual Event] 27th NATIONAL FORUM ON Residential Mortgage Regulatory Enforcement & Litigation - November 17th - 18th, 9:00 am -...

ACI’s Residential Mortgage Forum is a premier gathering of leading servicers, lenders, external counsel, and regulators engaging in dialogue on how to navigate the very complex residential mortgage enforcement and litigation...more

White & Case LLP

COVID-19 and your deal: Considerations for underwriters in the COVID-19 environment

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COVID-19 presents novel issues for underwriters, who are grappling with the need to support their clients accessing funding and also maintain disclosure standards and manage their risk when the typical tools that they use to...more

White and Williams LLP

Underwriting D&O Risks for Coronavirus (COVID-19)-Related Exposures

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Among the many dramatic changes to Americans’ personal and professional lives during the past few weeks has been the noticeable absence of established guidelines and information on how to conduct business in this...more

A&O Shearman

FINRA Proposes Substantive and Organizational Amendments to Corporate Financing Rule

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On April 25, 2019, the Financial Industry Regulatory Authority, Inc. (“FINRA”) filed proposed amendments to FINRA Rule 5110 (“FINRA Rule 5110” or “the Rule”), commonly referred to as the “Corporate Financing Rule”, with the...more

Womble Bond Dickinson

Insuretech and Beyond – An Evolving Litigation Landscape Association of Life Insurance Counsel Annual Meeting May 2019

Womble Bond Dickinson on

In recent years, the life insurance industry has greatly enhanced the speed and efficiency of its underwriting decisions. This change in the underwriting process is due in large part to the use of new technology in data...more

Eversheds Sutherland (US) LLP

New York Circular Letter No. 1 (2019) takes aim at accelerated underwriting

On January 18, 2019, the New York Department of Financial Services (NYDFS) issued a circular letter to all insurers authorized to write life insurance in New York State setting out the Department’s views concerning the use of...more

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