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SEC Proposes Changes to Form ADV 1A Regarding Managed Accounts

The Securities and Exchange Commission (SEC) proposed a new round of changes to its check-the-box registration form for investment advisers, Part 1A of Form ADV (“ADV 1A”), and proposed some minor changes to its recordkeeping...more

Southern District Allows SEC Insider Trading Case to Proceed, Distinguishing Newman

A recent decision from the United States District Court for the Southern District of New York allowing a U.S. Securities and Exchange Commission (SEC) civil enforcement action to proceed against two former stockbrokers for...more

SEC Enforcement Actions for Failure to File Timely Reports (under Sections 16(a), 13(d) and 13(g) of the Exchange Act)

Last week, the Securities and Exchange Commission (SEC) announced settled charges against (i) 28 officers, directors and major beneficial owners of publicly traded companies that failed to file Schedules 13D and 13G and...more

SEC Chair Describes Sweeping Initiatives To Reform Market Structure And Increase Transparency

In a speech delivered on June 5, 2014 at the Sandler O’Neill Global Exchange and Brokerage Conference in New York, U.S. Securities and Exchange Commission (SEC) Chair Mary Jo White unveiled a package of SEC initiatives aimed...more

Latest C&DIs Regarding Rule 506

The Securities and Exchange Commission’s Division of Corporation Finance posted a few additional interpretations (at 260.33 and 260.34) late January relating to the continuation of offerings commenced prior to September 23,...more

New C&DIs Regarding ‘Bad Actor’ Beneficial Ownership (Rule 506)

The staff of the SEC's Division of Corporation Finance recently published additional "Compliance and Disclosure Interpretations", starting at 260.28, relating to the bad actor disqualification in Rule 506 under the Securities...more

SEC Proposes Rules for Regulation A+

Regulation A currently permits issuers to conduct a limited-scale public offering and subjects issuers that use it to a lighter compliance burden as compared with larger public offerings. However, because of the costs of...more

Volcker Rule Released

On December 10, 2013, five federal agencies released the final rules implementing Section 619 of the Dodd-Frank Wall Street Reform and Consumer Protection Act (the Volcker Rule). The Volcker Rule will be effective on April 1,...more

New C&DIs Relating to Rule 144A and Rule 506(c)

As discussed (see Below) , the Securities and Exchange Commission (SEC) adopted changes to Regulation D and Rule 144A, addressing general solicitation, new filing requirements and “bad actor” disqualification events (among...more

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