In recent guidance, the Department of Justice made clear that it will very rarely grant an extension of registrants’ deadline to disclose material cybersecurity incidents under the SEC’s Final Rules.
Under the Securities and...more
1/15/2024
/ Cybersecurity ,
Department of Justice (DOJ) ,
Disclosure Requirements ,
Fraud ,
Internal Controls ,
National Security ,
New Rules ,
Popular ,
Regulation S-K ,
Securities and Exchange Commission (SEC) ,
SolarWinds ,
Vulnerability Assessments
Under the SEC’s rules, public companies that are subject to reporting requirements must promptly disclose material cybersecurity incidents.
The SEC’s Final Rules require public companies to report a material cybersecurity...more
7/31/2023
/ Compliance ,
Cyber Incident Reporting ,
Cybersecurity ,
Disclosure Requirements ,
Final Rules ,
Investors ,
National Security ,
New Rules ,
Public Safety ,
Regulation S-K ,
Reporting Requirements ,
Risk Management ,
Securities and Exchange Commission (SEC)
The SEC has nearly doubled the size of its Crypto Assets and Cyber Unit and has aggressively pursued cyber-related enforcement actions against public companies and regulated entities.
In a few months the SEC will finalize...more
2/6/2023
/ Cryptoassets ,
Cybersecurity ,
Disclosure Requirements ,
Enforcement ,
Investigations ,
Investment Adviser ,
Popular ,
Proposed Rules ,
Publicly-Traded Companies ,
Regulation S-K ,
Risk Assessment ,
Securities and Exchange Commission (SEC) ,
SolarWinds
Affected individuals should review their 10b5-1 plans and Section 16(a) Reporting practices to ensure they comply with the new regulations.
Directors, officers and other persons (other than issuers) cannot maintain more...more
1/5/2023
/ 10b5-1 Plans ,
Affirmative Defenses ,
Certifications ,
Cooling-Off Rule ,
Disclosure Requirements ,
Insider Trading ,
MNPI ,
New Amendments ,
New Regulations ,
Private Equity Funds ,
Reporting Requirements ,
Securities and Exchange Commission (SEC)
Rule proposals, if adopted, would more closely align de-SPAC mergers with traditional IPOs with respect to disclosure requirements, marketing practices, and gatekeeper obligations.
Proposed Rules would significantly...more
4/18/2022
/ Conflicts of Interest ,
Disclosure Requirements ,
EGCs ,
Fiduciary Duty ,
Financial Statements ,
Initial Public Offering (IPO) ,
Investment Company Act of 1940 ,
Mergers ,
Proposed Rules ,
PSLRA ,
Safe Harbors ,
Securities Act of 1933 ,
Securities and Exchange Commission (SEC) ,
Securities Exchange Act of 1934 ,
Shareholders ,
Shell Corporations ,
Special Purpose Acquisition Companies (SPACs)
As 2021 comes to a close, Chair Gensler caps an ambitious inaugural year by proposing sweeping changes to the availability of Rule 10b5-1 trading plans.
The proposed amendments—in which all five Commissioners joined—are...more
Chair Gensler’s enforcement agenda begins to take shape as SEC brings sprawling enforcement action against wide range of SPAC participants.
Consistent with prior SEC warnings regarding incentives for Special Purpose...more
7/16/2021
/ Airspace ,
CFIUS ,
Disclosure Requirements ,
Due Diligence ,
Enforcement Actions ,
False Statements ,
Financial Industry Regulatory Authority (FINRA) ,
Initial Public Offering (IPO) ,
Insider Trading ,
Internal Controls ,
Securities and Exchange Commission (SEC) ,
Securities Exchange Act of 1934
Market participants must manage risk of competing voices regarding direction of ESG rulemaking and the coming wave of enforcement actions.
The Securities and Exchange Commission’s near-term climate change and board...more
March Madness extends into April as the Commission markedly increases its focus on SPACs.
Surprise pronouncements call into question use of the PSLRA safe harbor for projections and accounting treatment for warrants....more
4/19/2021
/ Corporate Counsel ,
Disclosure Requirements ,
Enforcement Actions ,
Initial Public Offering (IPO) ,
Insider Trading ,
Investors ,
New Guidance ,
Offering Documents ,
Proxy Statements ,
PSLRA ,
Registration Statement ,
Risk Mitigation ,
Safe Harbors ,
Securities and Exchange Commission (SEC) ,
Special Purpose Acquisition Companies (SPACs)
Expect the SEC to aggressively enforce the securities laws during and after the COVID-19 pandemic, particularly against market participants who act opportunistically.
The SEC as well as senior staff within the Division of...more